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Advancing Science.

Creating Value.
Integrated
Annual Report 2019-20
81st Year
Basis of Reporting
The principles of Integrated Reporting <IR> have emerged as a Materiality
benchmark for global best practice in corporate reporting. We We cover key material aspects that have been identified through
have based our annual report on these principles for transparency our ongoing stakeholder engagement and are addressed by
and disclosures beyond statutory norms. FY 2019-20 is the fifth various programmes or action points with measurable targets.
year of such reporting. Through <IR>, we intend to enrich our
reporting for all stakeholders by providing information on our Responsiveness
value creation process using the interlinkages of multiple capitals.
Our reporting addresses a gamut of stakeholders, each having
This report is prepared in accordance with the Companies Act, their own needs and interests. This report is one element
2013 (and the Rules made thereunder), Indian Accounting of our interaction and communication. It reflects how we
Standards, the SEBI (Listing Obligations and Disclosure manage our operations by accounting and responding to
Requirements) Regulations, 2015 and the Secretarial Standards. stakeholder concerns.
We have also followed internationally recognised frameworks and
guidelines of United Nations Global Compact, Global Reporting Reporting period and scope
Initiative (GRI) and AA1000 Framework for Accountability and This report covers financial and non-financial information and
the Integrated Reporting <IR> framework of the International activities of Tata Chemicals Limited (‘the Company’ or ‘TCL’) and
Integrated Reporting Council (‘IIRC’). We apply the following key domestic and overseas subsidiaries during the period
principles of AA1000 AS (2008): April 1, 2019 to March 31, 2020. The report’s financial figures
are audited by BSR & Company LLP, Chartered Accountants
Inclusivity and the non-financial information are assured by Ernst & Young
We commit accountability to stakeholders who are impacted, Associates LLP.
directly or indirectly, by our organisation. We have mapped
our stakeholders and have processes to ensure inclusion of
their concerns and expectations. We continue to develop our
stakeholder engagement and sustainability capacity at corporate
and manufacturing levels.

Assurance Statement Forward-Looking Statements


The non-financial information disclosed in this Report, on a Certain statements in this Report regarding our business
voluntary basis, is as per the Integrated Reporting <IR> Framework operations may constitute forward-looking statements. These
of the IIRC and has undergone an independent assurance by include all statements other than statements of historical fact,
Ernst & Young Associates LLP. This assurance has been done including those regarding the financial position, business
as per the ‘Limited’ criteria of the ISAE3000 assurance standard strategy, management plans and objectives for future
(International Federation of Accountants’ International Standard for operations. Forward-looking statements can be identified
Assurance Engagements Other than Audits or Reviews of Historical by words such as ‘believes’, ‘estimates’, ‘anticipates’, ‘expects’,
Financial Information) as well as the ‘Type 1, Moderate’ criteria of ‘intends’, ‘may’, ‘will’, ‘plans’, ‘outlook’ and other words of similar
the AccountAbility AA1000 AS assurance standard. The specific meaning in connection with a discussion of future operations
environmental and social performance data subjected to this or financial performance.
assurance, approach, limitations as well as the assurance conclusion
Forward-looking statements are necessarily dependent on
are presented in the Assurance Statement available at
assumptions, data or methods that may be incorrect or imprecise
https://www.tatachemicals.com/IRAssurance201920.htm.
and that may be incapable of being realised and as such, are not
intended to be a guarantee of future results, but constitute our
current expectations based on reasonable assumptions. Actual
results could differ materially from those projected in any
forward-looking statements due to various events, risks,
uncertainties and other factors. We neither assume any obligation
nor intend to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise.

United Nations Sustainable Development Goals (SDGs) prioritised


Advancing Science. Contents
Integrated Report

Creating Value.
Tata Chemicals: An Innovative, Science-Led
Sustainable Chemistry Company 02
Growing and Diversified Global Footprint 04
FY 2019-20 Operational and
For more than 80 years, we at Tata Chemicals have operated with a Strategic Highlights 06
sense of purpose to play an active role in shaping a better world. We Board of Directors 08
graduated from a manufacturing to a science and innovation-led Management Team 10
entity. We seeded multiple new businesses and created extensive MD & CEO’s Message 11
global footprint, manufacturing capacities and employment Our Business Model and Interlinkage
of Capitals 12
opportunities. We ensured prosperity of all stakeholders.
Strategy for a Sustainable Future 14
We are determined to build our solid foundation to meet the growing expectations of our Material Issues Impacting our Strategy 20
stakeholders in the ever changing world.
Engaging with our Stakeholders 23
We have undertaken important restructuring exercise – demerging consumer product business Risk Management 24
to create an innovative, pure-play science company which is our forte. This will augment our
innovation index by delving deeper into science to develop unique solutions, besides making Advancing Digitalisation and Innovation
our business more efficient, streamlined and synergistic. We are also making strategic capex for a Better Tomorrow 28
investments in high-potential and newly seeded portfolios as well as towards embedding Enhancing Health and Safety Practices 31
sustainability in all our operations and decision-making.
People are Critical in a Science-led Future 34
Our efforts are strengthening our business model and positioning us to create value for our Driving Prosperity of the Communities 36
stakeholders at economic, social and environmental levels.
Stepping up Sustainability Commitment 40
Basic Chemistry Business 44
Our six capitals Agri Sciences 52
Nutritional Sciences 54
Material Sciences and Energy Sciences 56
Financial capital Social & Relationship capital Results at a Glance 57
Pool of funds (debt and equity) used to Initiatives we undertake for the welfare of the
sustain and create additional value across communities, supply partners, dealers and Statutory Reports
all capitals. customers to secure our reputation as a trusted, Board’s Report 58
long-term partner of choice and the license Management Discussion and Analysis 100
to operate.
Corporate Governance Report 123
Manufacturing capital Business Responsibility Report 149
Plants, warehouses, logistics facilities and
physical assets in which we have made Human capital Financial Statements
financial investment to ensure sustained The knowledge, skills, experience and Standalone Financial Statements 163
and efficient operations and generate motivation of our employees on which we Consolidated Financial Statements 234
long-term returns. depend on for value creation.
Form AOC-1 318

Notice 320
Intellectual capital Natural capital
Financial Statistics 333
Scientific knowledge, research & development Renewable and non-renewable natural
(R&D) capabilities and innovation resources such as raw materials, land, water Abbreviations 335
quotient which is core to our business for and energy which we use in our operations to
product development and provides us generate social and economic value; and which
competitive edge. has unavoidable environmental impacts.

81st Annual General Meeting


Date: Tuesday, July 7, 2020
Time: 3.00 p.m. (IST)
Through Video Conference facility
Tata Chemicals: An Innovative, Science-Led
Sustainable Chemistry Company

A part of US$ 113 billion Our Reputation


Tata Group, Tata Chemicals
is a globally leading Mission
multinational company Serving Society through 3rd largest
employing over Science Soda Ash manufacturer
4,600 people and present (globally)
in 40+ countries. In our
eight decades of existence,
we have brought to the Vision
fore our knowledge
To be a leading
and expertise in science 6th largest
sustainable Chemistry
to develop innovative
Solutions Company Sodium bicarbonate
products that provide
serving customers manufacturer (globally)
a competitive edge to
based on innovative,
our customers and have
science-led
positively impacted the
differentiated products
society. We enjoy a strong
and solutions
and established position ~13 million
globally in inorganic and Farmer contacts (India)
crop protection chemicals. Values

S - Safety
Ownership structure (%)

P - Passion
Top 25
Ranked amongst
top 25 India’s Most
I - Integrity Innovative Companies
in 2019
C - Care
Promoter and
34.59 promoter group

43.50 Institutional
E - Excellence Pioneer
In FOS/GOS products
21.91 Non-institutional
(India)

02 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Basic Chemistry Inorganic chemistry products like Soda Ash, Bicarb, Salt, Marine Chemicals,
Products Crushed Refined Soda and Cement
End user segment
B2B – Industries
Value drivers
Specialised portfolio in soda ash, bicarb and cement
India’s leading edible and vacuum salt manufacturer
Strong partnerships with global glass and detergent companies
Operational excellence and cost competitiveness
Specialty Seeds, crop protection formulations and other agricultural inputs
Products
End user segment
B2C – Farmers
Value drivers
World class product development and manufacturing for global agro chemical supply
Deep farmer connect
Wide domestic reach covering 80% of India’s districts
Agri Sciences
Ingredient and formulation solutions, including prebiotic dietary fibres for human
and animal health
End user segment
B2B – Food processing companies
B2C – Consumers

Value drivers
Strong product differentiation, patent protected
Nutritional Deep scientific know-how in nutritional innovation
Sciences
Value creating offerings in the niche area of advanced nano-material solutions
End user segment
B2B – Industries
Value drivers
Green patented technology for manufacturing Highly Dispersible Silica (HDS)
Nano zinc oxide with improved UV blocking, anti-microbial and anti-fungal properties along
with water dispersibility
Deep understanding of high performance innovative chemistries
Strong R&D capabilities including nanotechnology
Material Operational excellence
Sciences
Cutting-edge and disruptive electro-chemistry solutions for Energy Storage
End user segment
B2B – Industries

Value drivers
Capitalise on the emerging opportunities in electric vehicles and stationary applications, with circular
economy concept around Lithium-ion technology - active materials manufacturing, cell & battery
manufacturing and recycling critical materials from used batteries
Energy Collaborating with leading global battery makers for contemporary and next generation chemistries and
Sciences Indian research institutes (ISRO, CSIR-CECRI)

03
Growing and Diversified Global Footprint

America
Revenue EBITDA
D 3,403 Cr. D 762 Cr.

1. Green River, Wyoming, USA

Canada, USA, Mexico, Brazil and Argentina

Tata Chemicals North America Inc. (TCNA) -


Amongst the world’s leading producers of high-
quality natural Soda Ash

Europe
Revenue EBITDA
D 1,356 Cr. D 157 Cr.

2. Lostock, UK
3. Winnington, UK
4. Middlewich, UK

Europe and the UK (Sodium Bicarbonate marketed globally)


Africa
Tata Chemicals Europe (TCE) – Amongst Europe’s Revenue EBITDA
D 457 Cr. D 49 Cr.
leading producers of Sodium Bicarbonate, Salt (through
British Salt) light Soda Ash and other products

Note: Financials are after IND AS adjustments

04 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

7, 11, 12 2
Asia
1 13, 14 9 Revenue EBITDA

3,4
10
D 5,168 Cr. D 975 Cr.
8
2,3, 4

1. TCL Innovation Centre, Pune


5
2. TCL R&D Centre, Mithapur, Gujarat
3. Rallis Innovation Chemistry Hub
(RICH), Bengaluru, Karnataka
4. Agri-Biotech R&D Facility (Seeds),
6
Bengaluru, Karnataka

India, Bangladesh, Indonesia, Malaysia,


Thailand, Philippines

Tata Chemicals International Pte.


Ltd. (TCIPL) - Trading of Soda Ash,
procurement of raw materials and
holding investments of international
subsidiaries
Legend

Innovation Centre 7. Mithapur-Gujarat


8. Cuddalore-Tamil Nadu
Head Office
9. Nellore-Andhra Pradesh
Manufacturing facilities 10. Sriperumbudur-Tamil Nadu
11. Ankleshwar-Gujarat (Rallis)
Markets 12. Dahej-Gujarat (Rallis)
13. Lote-Maharashtra (Rallis)
Operational subsidiary 14. Akola-Maharashtra (Rallis)

Mumbai

Tata Chemicals Magadi (TCML) – Africa’s largest Soda Ash manufacturers and
5. Jorf Hasfar, Morocco (JV), North Africa one of the leading exporters in Kenya
6. Magadi, Kenya
Tata Chemicals South Africa (TCSA) – A licensed bulk handling terminal,
servicing a large part of customers’ Soda Ash requirements and also a growing
third-party cargo handling business
Sub-Saharan Africa

05
FY 2019-20 Operational and Strategic Highlights

Capacity expansion Completed demerger Acquired balance


and debottlenecking of Consumer Products 25% stake in Tata
programme in Business with Chemicals (Soda Ash)
Mithapur with smooth transitioning Partners Holdings
implementation of employees to from The Andover
phased to focus on become a focussed Group for US$ 195
rapid expansion of science driven million to increase
essential products chemistry company ownership to 100%
and alignment with
the new strategic
imperatives brought
on by the pandemic

Mithapur Saltworks

06 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Operationalised and Commenced Commenced


commenced trial commercial commercial
production of the production of non production of the first
5,000 MT greenfield rubber and rubber phase expansion
biotechnology (Fructo- grade Silica at (500 MT) of
Oligosaccharides) 900 TPM Silica plant Metribuzin plant.
manufacturing unit in Cuddalore, Second phase
at Nellore, Andhra Tamil Nadu expansion (500 MT)
Pradesh. Products underway
are under global
approval process
Secured land in
Dholera, Gujarat with
support of Gujarat
government to set
up a greenfield
manufacturing
facility for Energy
Sciences vertical

07
Board of Directors
Mr. Bhaskar Bhat
Non-Executive Director
A mechanical engineer from IIT Madras with a post-graduate diploma in management from IIM Ahmedabad,
Mr. Bhat joined the Tata Watch Project (initiated at Tata Press) in 1983, which is now Titan Company Limited. He then took
over as Managing Director of the Company on April 1, 2002 and held the position till his superannuation on September
30, 2019. Mr. Bhat has engineered the creation of many brands including pioneering the concept of franchising and
retailing in Watches, Jewellery, Eyewear and Precision Engineering. He was awarded the Distinguished Alumnus Award
of IIT Madras in 2008. He was inducted as a Director on the Board of Tata Sons in November 2017. He was appointed as
C
Non-Executive Director of Tata Chemicals Limited in December 2016.

Ms. Vibha Paul Rishi


Non-Executive Independent Director
Ms. Vibha Paul Rishi holds a BA Degree in Economics from Delhi University and an MBA with specialisation in marketing
from the Faculty of Management Studies, New Delhi. She is an experienced business leader who has worked with Titan,
PepsiCo, Max India and Future Group with stints in India, the UK and USA. Her last role was as the Executive Director,
Brand and Human Capital of Max India. She has worked at senior positions in branding, strategy, innovation and human
capital around the world. She serves on the Boards of several reputed companies and is also on the Board of Pratham,
an NGO that works to provide education to underprivileged children in India and is the Non-Executive, Independent
B E A C D Director on the Board of Tata Chemicals since September 2014.

Mr. S. Padmanabhan
Non-Executive Director
Mr. Padmanabhan is a distinguished alumnus of IIM Bangalore, a Gold Medallist and alumnus from PSG College of
Technology, Coimbatore and has also completed the Advanced Management Program at Harvard Business School.
His career with the Tata Group companies spans over 35 years. During a 26-year stint with Tata Consultancy Services,
Mr. Padmanabhan held several senior leadership roles. In the past, he has held the positions of Executive Director of Tata
Power as well as the Group Chief Human Resources Officer at Tata Sons. He also serves on the Boards of several other
Tata companies. Appointed as a Non-Executive Director of Tata Chemicals Limited in December 2016, he is currently the
D A B E F
Executive Chairman, Tata Business Excellence Group (TBExG) and head of Ethics.

Ms. Padmini Khare Kaicker


Non-Executive Independent Director
Ms. Padmini Khare Kaicker is a Chartered Accountant from the Institute of Chartered Accountants of India, a Certified
Public Accountant (USA) and a Diploma holder in Business Finance from the Institute of Chartered Financial Analysts of
India. She is the Managing Partner of B. K. Khare & Co., one of the leading Indian accounting firms. She has a wide and
varied experience in the areas of audit, taxation, corporate finance, risk management, corporate governance, M&A and
restructuring. She serves on the Board of several companies and has been a Non-Executive, Independent Director on the
Board of Tata Chemicals Limited since April 2018.
A C F

Dr. C. V. Natraj
Non-Executive Independent Director
Dr. C. V. Natraj is a Ph.D. in Chemistry from the Indian Institute of Science, Bangalore. He also has postdoctoral research
experience in biochemistry from the University of Michigan, Ann Arbor. Dr. Natraj has more than 30 years of experience
in research. He headed the research function as Director on the Board of Hindustan Lever Limited and later went on to
lead the Corporate Research function for Unilever as Senior Vice President. He is the Technical Advisor to the Society for
Innovation and Development at the Indian Institute of Science. He was appointed on the Board of Tata Chemicals Limited
as a Non-Executive, Independent Director in August 2019.
C A

08 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Mr. Ratan N. Tata


Chairman Emeritus
Mr. Ratan Tata was the Chairman of Tata Sons from 1991 till his retirement on December 28, 2012.
He was also Chairman of the major Tata companies, including Tata Motors, Tata Steel, Tata Consultancy Services,
Tata Power, Tata Global Beverages (now renamed as Tata Consumer Products Limited), Tata Chemicals, Indian
Hotels and Tata Teleservices. During his tenure, the Group’s revenues grew manifold, totalling over US$ 100
billion in 2011-12. He is the Chairman of the Tata Trusts which are amongst India’s oldest, non-sectarian
philanthropic organisations that work in several areas of community development. He is the Chairman of the
Council of Management of the Tata Institute of Fundamental Research and also serves on the Board of Trustees
of Cornell University and the University of Southern California.

Mr. K. B. S. Anand
Non-Executive Independent Director
Mr. Anand, aged 64 years, is a Mechanical Engineer from the Indian Institute of Technology, Bombay having passed out
in the year 1977 and then completed his Post Graduate Diploma in Business Management from the Indian Institute of
Management, Kolkata in the year 1979 having specialisation in Marketing. Mr. Anand joined Asian Paints Limited in the
year 1979 and worked in the Sales and Marketing function of the Architectural Coating and Chemical business, Industrial
products manufacturing. He was made the head of the Decoratives Business in 2009 and Managing Director & CEO of
Asian Paints Limited effective April 1, 2012. He superannuated as the Managing Director & CEO of Asian Paints Limited
on March 31, 2020. He serves on the Board of Marico Limited and Borosil Glass Works Limited. He was appointed on the
Board of Tata Chemicals Limited as a Non-Executive, Independent Director in October 2019.

Mr. R. Mukundan
Managing Director & CEO
An engineer from IIT Roorkee, he joined the Tata Administrative Service in 1990, after completion of MBA from FMS, Delhi
University. He is also an alumnus of the Harvard Business School. He has extensive experience in the field of strategy,
business development, manufacturing and general management. During his 30 year career with the Tata Group, he has
held various responsibilities across the chemical, automotive and hospitality sectors of the group. He serves on executive
committees of various industry forums.
B D E F

Mr. Zarir Langrana


Executive Director
An economics graduate from the University of Madras with post-graduation in Business Management from XLRI,
Jamshedpur, Mr. Langrana has also attended Advanced Executive Development programmes at Harvard Business School.
During his association with Tata Chemicals of over 35 years joining through the Tata Administrative Service, he has led the
Corporate Strategy and Business Development functions and headed the global marketing function for the chemicals
business. Appointed an Executive Director in April 2018, Mr. Langrana currently heads the Global Chemicals Business
and the new ventures in Specialty Chemicals. He also serves on the executive committees of various industry forums in
B D E F the country.

Board Committees
A Audit Committee D Corporate Social Responsibility Committee
B Stakeholders’ Relationship Committee E Safety, Health, Environment and Sustainability Committee
C Nomination and Remuneration Committee F Risk Management Committee
Chairperson Member

Age 50-60 Age above 60

09
Management Team
Mr. R. Mukundan Mr. Sanjiv Lal
Managing Director & CEO Managing Director & CEO,
Rallis India Limited

Mr. Zarir Langrana


Executive Director
Mr. Scott Ellis
Managing Director & CEO,
Tata Chemicals North America

Mr. John Mulhall


Chief Financial Officer Dr. Martin Ashcroft
Managing Director,
Tata Chemicals Europe
Mr. R. Nanda
Chief Human Resources Officer
Mr. Harish Nair
Executive Director & COO,
Mr. Rajiv Chandan Tata Chemicals Magadi
General Counsel & Company Secretary

Mr. Shohab Rais


Chief Operating Officer,
India Chemicals Business

Mr. Rino Raj


Chief Operating Officer,
Energy & Battery Business

Mr. K. R. Venkatadri
Chief Innovation & Digital Officer

Mr. M. S. S. Rao
Chief Safety & Engineering

10 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

MD & CEO’s Message


Dear Shareholders, organisation, with the smooth transition of capex completion. Rallis completed the
At the outset, I hope you and your family our consumer business as a merged entity merger of Metahelix, thereby having a
are safe. We are indeed living through with Tata Consumer Products Limited. complete portfolio of products including
very unusual times and your Company I want to thank all our stakeholders for seeds, crop care, etc. in its portfolio. We
has faced the challenge of Covid-19 their support and guidance through moderated our investments in EV Battery
pandemic by immediately mobilising this process to create value for all our in tune with the pace of transition to
efforts to protect employees and our shareholders. electric in the auto sector, even as we
immediate communities. In line with the began operations of battery recycling unit.
Our strategy going forward will be to build
Tata philosophy of community being scale and value in the businesses of: On the financial front, consolidated
a key stakeholder in the business, we revenue from operations was flat at
proactively pivoted our assets to serve 1. Performance Materials (Soda Ash,
` 10,357 crore in FY 2019-20. EBITDA
our communities to face the pandemic. Marine Chemicals, Silica and Nano
increased by 9% to ` 1,949 crore, while PAT
We stepped up our efforts to produce Products)
was ` 1,028 crore. Our business continues
and supply disinfectants and masks, 2. Nutritional Sciences (Food and Pharma to generate robust cash flows at ` 1,780
ensure food security and ramp up grade Salt and Bicarb, Ingredients and crore which supported the Capex to the
medical facilities in and around our plant formulations, Prebiotics, Probiotics and tune of ` 1,199 crore during the year. The
at Mithapur, Gujarat. Our subsidiary Natural Extracts) total cash and current investment was
Rallis temporarily transformed its ` 3,681 crore as on March 31, 2020.
chemical units to supply hand sanitisers 3. Agri-Sciences (Crop care, seeds –
through our subsidiary Rallis) We will continue to drive value through
across Maharashtra, Gujarat, Telangana
innovation, digitalisation and sustainability
and Karnataka. 4. Energy Sciences (Battery recycling,
across our five business units. We will
Our approach to the pandemic was actives and battery storage) continue to invest in our R&D labs in Pune
centred around four key actions of: During the year, we acquired the and Bengaluru to bring new products and
balance 25% stake in Tata Chemicals offerings to our customers. The current
1. Safety of our employees, communities,
(Soda Ash) Partners in North America pandemic has brought the importance of
partners and assets
for US$ 195 million. It is now our fully digital thrust and sustainability focus. Our
2. Rapid pivot to digital to ensure owned subsidiary, resulting in a simpler newest plant in Andhra Pradesh has been
business continuity organisation structure and greater degree designed with digital thread as a central
of strategic freedom. Our Soda Ash units core along with sustainability embedded
3. Conservation of cash through
in India, UK and USA delivered to the in its operations. We see this as our future
cost control, working capital and
plan. The Kenyan unit has since overcome design and operational principle.
capex reduction
operational issues. Our Silica unit at Going forward, we expect immediate
4. Ensuring continuous support to our Tamil Nadu launched new Technical and market conditions to be challenging
customers and supply chain partners. Food grades for diverse applications. Our and your Company is well positioned to
At this point of time, all our plants and supplies of Salt kept pace with demand emerge stronger by leveraging the rethink
R&D centres are operational. I take this in India and the UK. We will continue in supply chain strategies around the
opportunity to thank our teams for their to accelerate capex to support growth world. I take this opportunity to thank you
resilience and agility. While this pandemic in these markets. Our expansion and all for your continued support and trust
has impacted economic activity, we are investments in Food and Pharma grade in us.
confident of emerging stronger as we bicarb is progressing on schedule in
come out of this challenge. the UK and India. Our Prebiotics FOS Best regards,
manufacturing plant at Andhra Pradesh
began its commercial production in the R. Mukundan
Advancing Science, Creating Value
Managing Director & CEO
This year we made significant progress last quarter of the year. Rallis delivered a
in our strategy by becoming a sharply strong performance and our focus is on
focussed science and chemistry-led new product launches and scheduled

11
Our Business Model and Interlinkage of Capitals

How we create value across two science-led,


Inputs integrated business verticals

Financial Capital
Prudent financial management and strong Basic Specialty
balance sheet position – Chemistry Products
Cash and current investment: ` 3,681 crore( ); Business Business
Networth: ` 13,661 crore( )
Cash generating business model
On a standalone basis, the Company is debt-free
We are advancing our 80+ years of science
Manufactured Capital
knowledge and innovation capabilities to develop
Capex – ` 1,199 crore( )
Manufacturing facilities with large capacities – pioneering solutions and drive business growth
Soda Ash: 3,670 KT( );
Sodium Bicarbonate: 222 KT( ); IVSD: 1,078 KT( );
Cement: 362 KT( ) Basic Chemistry Business
Inbound and outbound logistics infrastructure
and processes Established business with strong foundation, client (B2B) relationships and
Integration with supply chain steady growth. We enjoy market leading position in multiple markets globally
supported by our robust manufacturing capacity, R&D capabilities, manpower
Intellectual Capital and channel relationships. We have embarked on capacity expansion
Investment in R&D (TCL, India + Rallis) – programmes to cater the growing global demand
` 65 crore( )
Technically skilled people in R&D – 228( )
Refer to page 44-51 for more information on value creation process
State-of-the-art innovation centres
Partnerships with scientific institutes for
collaborative R&D
Specialty Products Business (Nutritional Sciences,
Human Capital Agri Sciences, Material Sciences and Energy Sciences)
Skilled, passionate and experienced
High-growth potential business area. We are an established player in agri
people – 4,678( )
Training days per employee – 2.9 mandays/ sciences with strong domestic market reach (to 13 million farmers covering 80%
employee( ) of India’s districts), extensive R&D-led product profile and growing international
Safety training – 2.82 mandays/employee( ) operations that we are supporting with capacity expansion. Nutritional, Material
Sustained investment in learning and development, and Energy Sciences are newly seeded business in emerging areas where we
health and safety and engaging work culture intend to establish our niche with pioneering solutions

Social and Relationship Capital


Refer to page 52-56 for more information on value creation process
CSR spending (standalone) – ` 38 crore( )
Strong and collaborative relationships with
customers, suppliers and contractors supported
by technology and strong processes
Extensive distribution network
Supported by
Natural Capital
Natural resources used in manufacturing –
Trona 51,67,160 MT( ), Solar Salt 21,03,068 MT( ),
Brine 95,91,778 KL( ), Limestone 20,86,088 MT( ),
Energy consumption from Coal &
Natural Gas – 47,736 TJ Strong Prudent risk Trade off in Effective Stakeholder
Prudent and sustainable use of natural resources governance management managing the strategy engagement
along with recycling six capitals deployment
Note: ( / indicate change over previous year, (-) means no change)

12 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Outputs Outcomes

Financial Capital
Key Products Revenue – ` 10,357 crore( )
EBITDA – ` 1,949 crore( )
Soda Ash EBITDA / turnover – 19%( )
3,670 KT Dividend per share (proposed) – ` 11( )
Cash generated from operations – ` 1,780 crore( )
Sodium Bicarbonate Gross debt : equity – 0.56( )
222 KT Net debt / EBITDA – 2.06( )
Consistent value creation for the investors and shareholders
IVSD
Manufactured Capital
1,078 KT
Sales – Soda Ash: 3,407 KT( ); Sodium Bicarbonate: 211 KT( );
IVSD: 1,057 KT( ); Cement: 350 KT( )
Cement
Globally leading manufacturer of Soda Ash and Sodium Bicarbonate
362 KT
Intellectual Capital
Strong intellectual property – 152 patents held (cumulative)
Other Products Robust new product launches

Crop Care (Rallis) Refer to page 28 of the report to know more on our innovation

Seeds (Rallis) Human Capital


Employee productivity (PBT per employee) – ` 0.3 crore(-)
Highly Dispersible Silica Total Recordable Incident Frequency Rate – 1.69( )
Incidents of labour unrest – 0(-)
Fructo-oligosaccharide
Refer to page 34 of the report to know more about our employee initiatives
and page 31 for health and safety initiatives
Galacto-oligosaccharide
Social and Relationship Capital
Nano Zinc Oxide CSR beneficiaries – 1.5 lakh
High customer satisfaction index score
Quick and effective complaint resolution
Multiple new customers added

Natural Capital
GHG emission – 4,447 KT( )
Responsible Manufacturing Index (global) – 2.4( )
Energy savings – 1,104 TJ( )
Water recycled – 86%( )
Solid waste utilisation – 37%( ) (only India operations)
Addressing Environment Zero harm (to % Limestone recycled (India operations) - 87%( )
material sustainability people, asset, Biodiversity preservation
matters environment)
Refer to page 40 of the report to know more on our sustainability initiatives

13
Strategy for a
Sustainable Future
Our strategy is developed based on
the opportunities and risks in our
operating environment. It helps
us to remain focussed on growing
our business and market position,
while setting a clear path for long
term sustainability and maximising
stakeholder value.

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Strategic Objective 1
Sustain market leadership and focus on being the most cost-efficient in the Basic Chemistry Business

Enabler World’s 3rd and 6th largest Soda Ash and Sodium Bicarbonate manufacturer, respectively
Global presence and access to world’s largest natural reserves in the US
Supplier of choice to global glass and detergent companies

Progress in Ongoing capex for capacity expansion and debottlenecking at Mithapur with implementation
FY 2019-20 phased to focus on rapid expansion of essential products
Environmental Impact Assessment (EIA) approval for Soda Ash expansion at Mithapur
Acquired remaining 25% stake in Tata Chemicals (Soda Ash) Partners Holdings from The Andover
Group Inc for US$ 195 million, thereby increasing Tata Chemicals’ ownership to 100%

Priorities going Debottlenecking / capacity expansions for Soda Ash, Bicarb, Salt, Cement, Caustic,
forward Chlorine derivatives
Growing value-added products under portfolio
Exploring adjacencies and forward integrate across Soda Ash value chain

KPIs `1,949 Cr. `1,248 Cr. `1,028 Cr.


EBITDA PBT PAT (before NCI)

19% 3,670 KT 222 KT


EBITDA Margin Soda Ash production Bicarb production

362 KT 1,078 KT
Cement production IVSD production

15
Strategic Objective 2
Aggressively grow the Specialty Products Business through a strong science differentiated, innovation pipeline

Agri Sciences Nutritional Sciences Material Sciences Energy Sciences

Enabler Wide reach covering India’s 1st and only ‘Green’ patented technology Build on technologies
80% of India’s districts Nutritional Sciences for manufacturing Highly in Lithium-ion battery/
and ~13 million farmer business for FOS and Dispersible Silica (HDS) cell manufacturing
connects by Rallis GOS manufacturing for tyres and Next Generation
chemistries
Diversified portfolio Solutions for Wide range of customised
covering crop microbiome Conventional Silica products Partnership with
protection solutions, modulation with Tata Technologies to

Patented process for Nano
plant growth global scale establish own Battery
Zinc oxide and strong
nutrients, seeds and capacities for Short Engineering Centre in
R&D capabilities including
agro services chain FOS & GOS Pune
nanotechnology
Strong brand image
among farmers

Progress in 
` 800 crore investment Commissioned Commissioned 10 KTPA Land acquisition
FY 2019-20 approved for growth state-of-the-art precipitated Silica and development at
in key molecules Nutraceuticals plant manufacturing plant at Dholera, Gujarat
and enhancing of at Nellore Cuddalore post upgrading
Development of
formulation plant the plant infrastructure &
batteries at our
capacity systems
engineering centre for
Metahelix Life Accelerated R&D and 2W and 3W OEMs
Sciences-Rallis commercial engagement
Engagements with
merger to enhance with tyre companies
power and telecom
shareholder value and

Capacity enhancement for companies for Energy
leverage synergies of
manufacturing of Nano Storage Solutions
businesses
Zinc Oxide and increase in
Commenced pilot scale
customer engagements
Lithium-ion battery
recycling operations
and commercial sale of
recovered, metal salts

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Integrated Report Statutory Reports Financial Statements

Agri Sciences Nutritional Sciences Material Sciences Energy Sciences

Priorities going New product Investing in Focussing on HDS for tyre Building < 1 GWh
forward development across microbiome and and other high-growth cell line by 2021 with
segments like crop fermentation- applications and exploring technology from a
protection, nutrition based ingredients, adjacent innovative global leader
and seeds prebiotics, probiotics materials
Completing 2-3
and enzymes
International Business Evaluating and executing commercial scale
Development through Shifting from phased capacity expansion energy storage projects
partnerships with traditional to of Silica
Scaling Lithium-ion
customers synthetic biotech

Scale Nano Zinc Oxide battery recycling
and promote co-
Succeed with business into coatings and operations
development model
New formulation additive applications
with customers Setting up pilot line to
technology, GMO &

Expansion of portfolio into manufacture cathode
Non-GMO traits 
High quality Natural
other nanomaterials aimed active materials
Extracts for food and
at healthcare and advanced
pharma industry
applications

KPIs New Product Revenue from FOS  et sales from new


N Net sales from new
Development-NSDI business business

% revenue from Number of  ew key customer


N Start of Production for
new products new projects / accounts won own cell line
Applications added

Number of scientific Adherence to milestones Order pipeline for OEM


publication in key customer business
engagement journey

17
Strategic Objective 3
Focus on Sustainability, Innovation and Digitisation as key platforms for transformation

Sustainability Innovation Digitisation

Enabler Strong foundation of SDG, World-class R&D facilities: Technical expertise in analytics
product stewardship and process automation
Innovation Centre, Pune
Corporate sustainability policy Culture for leveraging digital
Rallis Innovation Chemistry Hub
assets across the organisation
CDP, UNGC & IR framework for (RICH), Bengaluru
reporting performance
Innovation Centre -
Science-Based Target Initiative Seeds Division
(SBTi) commitment to reducing
absolute carbon footprint Refer to page 28-30 for more details
on R&D facilities
Active member of ICC, BCCI, CII,
CIA, ESAPA, EU Salt Association

Progress in Announced UK’s first industrial Agri Sciences Optimal Rake logistic planning
FY 2019-20 scale carbon capture and o Portfolio expansion: Paddy and Salt Pan Automation at
utilisation plant with £16.7 million crop protection products viz. Mithapur
investment at TCE Zygant (pesticide) and Ayaan Prescriptive analytics for
Established Centre for Sustainable (fungicide) were introduced; factory operations in Soda Ash
Agriculture and Farm Excellence and Rapid regeneration manufacturing
(C-SAFE) and Centre for technique for rice was
implemented Agri Sciences
Sustainable Conservation Action
o 
Implemented Dealer
for Protection of Ecosystems of Nutritional Sciences
the Seas (C-SCAPES) Management System and Sales
o 
New product pilot completed Force Automation
Plastic waste used as alternate and ventured into skin domain
fuel source at Cement plant (built novel prototypes) Synergising IT operations across
supporting the circular economy businesses - Financing and
o Developed staple food
concept accounting support harmonised
fortification premixes
Material Sciences
o New grades of Silica for
garment and oral care
applications
Energy Sciences
o ISRO Lithium cell technology
transfer completed
o 
NCA cell prototyping work
completed at CSIR-CECRI
Analytics for R&D
o Developed analytics roadmap
o 
Bioinformatics to support field
study and diagnostic projects
at Rallis for seeds

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Integrated Report Statutory Reports Financial Statements

Sustainability Innovation Digitisation

Priorities going Continue on climate change Leveraging academic Sharing global IT/digital teams
forward mitigation ecosystem for technology and building common IT
acquisition and building operation and delivery
Innovative solutions to capture
infrastructure for Specialty
carbon from coal-based boilers Business Process Reengineering
Chemistry Business
for process harmonisation
Promoting sustainability in the
Leveraging synergy benefits
supply chain Implementing new tools,
across all R&D centres
software and techniques
Digital enablement to track KPIs
Building Centre of Excellence
Leveraging digital expertise for
Implementing circular economy (CoE) to cater to computational
business transformation
in business and analytical requirements of
all R&D centres

KPIs 61.25 87% Commercialisation


of technologies
Scientific
support to
Digital Maturity Model (DMM) Score
Sustainability Limestone
Assessment recycled (India developed new business
Index (SAF) operations)

86% 4,447 KT 152 `65 Cr. Business benefits as a


result of digital projects
of water GHG emission Cumulative Investment in
recycled Patents filed R&D (TCL, implementation
India + Rallis)

1,104 TJ Joint projects Value delivered by synergy


of IT operations
Energy savings between R&D
centres

19
Material Issues Impacting our Strategy

As we define our goals and strategic priorities, we identify and analyse material
matters that may impact our value creation and stakeholders over the short,
medium and long-term. They provide better understanding of our business
impact on stakeholders and vice versa.
Materiality study and process
We conduct extensive materiality study every four years by engaging with all our internal and external
stakeholders. We regularly update the position of these material aspects in the materiality matrix, as we keep
analysing their status with our management committee. We address highly critical aspects through a structured
roadmap and increased engagement with respective stakeholders. In FY 2019-20, we adopted a new approach
to finalise material matters for the study carried out in previous years that consists of the following:
Internal strategy workshops and calls with all locations to analyse the progress of each material topic
Discussing and prioritising issues in monthly Management Review Committee
Analysis of global trends and local environment, chemical sector and social challenges

Identifying Evaluating Mapping Identifying critical


material issues present status of ambitions against and key action
material issues materiality issues areas based on
gaps to be covered

Study of: Engaging with internal Prioritising actionable Prioritising the key areas
internal and external cross-functional teams themes for now and into short, medium and
factors Evaluating the long- by 2030 long-term needs, as per
term strategy plan and Revamping the internal and external
SWOT analysis carried
its progress strategy and aligning relevance
out by all group
companies all the geographies

20 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Importance of material issues in business context and how we address them

Highly Critical Material Aspects


Material aspects Its context for now and future Impact on our value creation How are we managing

M1 The chemical industry being Inefficient production processes We are working towards transitioning to cleaner fuels.
energy-intensive, it is significantly can increase our costs and We continuously focus our efforts in energy audits
Energy impacted by volatility in energy carbon footprint, diminishing our and energy saving drives across geographies.
prices and macro-economic competitive advantages. Refer to page 41 for more inputs on energy
uncertainty. There is also a growing management
demand for cleaner fuels.

M2 Dealing with twin issues – handling Any process safety gaps and We are committed to continual improvement in
of hazardous chemicals and OHS incidents may lead to loss responsible manufacturing to achieve Zero Harm to
Health & Safety employee occupational health of life, lost days and damage people, assets and environment. We are promoting a
& safety (OHS). Complacence in to assets, environment and safety culture through felt leadership and stakeholder
individual behaviour creates more business reputation. It may engagement.
vulnerability. lead to discontinued business Refer to page 31-33 for more inputs on
relationships, increase in health & safety
insurance premium, etc.

M3 Rising focus on climate change and Climate change can impact the We have conducted several vulnerability studies,
Nationally Determined Targets and operations directly and indirectly. including the extreme 2-Degree Scenario analysis at
Climate Change a shift from disaster recovery to From operational efficiencies to our Mithapur plant, located near coast, to protect the
climate resilience. logistics, the whole value chain operations and local communities.
can be impacted. Refer to page 36-39 for more inputs on sustainability

Low Critical Areas Medium Critical Areas Highly Critical Areas Material topics
Highly Critical Areas
External Relevance

M1 Energy
M1
M2 Health & Safety
M3 Climate Change
M3
M4 Biodiversity
M5
M2 M5 Water & Waste Management
M4
Medium Critical Areas
M6 Customer Engagement
M7 Community Engagement

M6
M8 Product Stewardship
M12
M11 M9 M9  erformance Standards for
P
M10
M7 Contractors / Suppliers
M8
M10 Spills
M13 M11 Diversity
M12 Ethics and Governance
M14 M13 Employee Engagement
Low Critical Areas
M15
M14 Logistics
M15 Employee Benefits
Internal Relevance

21
Material aspects Its context for now and future Impact on our value creation How are we managing

M4 Increased expectations from Our extensive work in the vicinity Focus and alignment on:
stakeholders and community. of our operations has led to a Responsible mining/supply chain
Biodiversity Biodiversity is also our focus to positive impact on the local Species conservation
preserve the ecosystem. environment and our reputation.
Elimination of commodity-driven deforestation in
supply chain
C-SCAPES Centre at Mithapur
Refer to page 38 for more inputs on our biodiversity
initiatives
M5 Rising concern about plastic waste Water and waste management are Focussed assignments on:
and unprecedented threats to land two critical areas we are working Integrated watershed management and rainwater
Water & Waste and marine ecosystems. on with our value chain partners, harvesting
Management government, and the community. Water recycling and reuse
Use of plastic waste as fuel in cement plant
Recyclable packaging material
Bulk transportation to reduce consumption of
packaging materials
Refer to page 42 for more inputs on water and waste
management initiatives

Medium Critical Material Aspects


M6 for human health, safety and environmental innovation. Our commitment to sustaining
stewardship. This makes our products a diverse workforce is helping us expand our
Customer Engagement
competitive in a strictly regulated scenario. global operations. We embrace programmes
Being an innovative science-led company,
like Tata LEAD and Tata Affirmative Action and
our business depends on understanding the M9
undertake employment, entrepreneurship and
needs of existing and potential customers. This Performance Standards for Contractors / education initiatives.
assists in developing products that provide a Suppliers
value-added proposition. Higher engagements Our business performance and that of our M12
with customers happen through satisfaction contractors, suppliers, and partners are inter- Ethics and Governance
surveys, contact programmes, e-customer care, dependent. We have set high onboarding We are renowned for our integrity and ethics.
ChemConnect call centre, senior leadership visits, standards and ensure they have appropriate Our employees ensure integrity and ethics
annual distributors’ conference, COO club, etc. skills to do business with us. We conduct in all business conduct and dealings. We also
M7
Suppliers Audit programme for critical suppliers encourage value chain partners to raise the bar
and sustainability assessments during pre- on human rights, anti-bribery and anti-corruption
Community Engagement
boarding of new ones. Further, we support them measures. We are constantly striving to improve
A focus on the community in our territories
in building robust systems. our governance framework and policies by
enables society and our business to grow. It
enhances our reputation among global investors benchmarking to best practices. Deployment
M10
and helps us meet regulatory requirements. We of ethics policies is done through our Ethics
Spills
undertake interventions in building economic Counsellor. Greater awareness of Tata Code of
Oil and chemical spills can cause serious damage Conduct is created during Ethics Month.
capital, ensuring environmental integrity,
to the environment and our business. We have
providing enablers for development and cross M13
set high standards for product handling, storage,
cutting themes of diversity, empowerment and
transportation, and distribution, and also train Employee Engagement
affirmative action.
and inform distribution value chain. Incidents It is essential to nurture the passion and
M8 related to product spills, transport accident, bad commitment of our workforce, as their
Product Stewardship products and packaging quality are tracked and interactions with stakeholders have a direct
There is an increasing demand for sustainable assessed for continuous improvement. bearing on our business outcomes. We provide
products, from both regulators and customers learning opportunities, cross-geography
M11
to tackle climate change. We, together with deputations, reward and recognition, and
our value chain ensure that our products Diversity feedback platforms. Developing team
are manufactured, stored, transported, used, Diverse perspectives within organisations management skills is another area of focus.
disposed of and recycled with high regard lead to faster problem-solving and higher

22 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Engaging with our Stakeholders

Engaging effectively with stakeholders enables us to understand and respond to


their interests and expectations. It is an important driver for building long-term
relations which facilitates us in delivering on our strategy.
Importance of material issues in business context and how we address them

Highly Critical Material Aspects


Relevant
Key stakeholders and their Various Platforms/Forums
Material
relevant matters of Engagement
Issues
Shareholder and Investors M3 M12 Annual General Meeting (AGM), Integrated Report to
Appreciation in share price and growth in dividends, shareholders, investor/analysts meets, quarterly results, media
business profitability and sustainability, high-level of releases, company website, reports to stock exchanges
corporate governance, environmental sustainability,
financial stability and development prospects

Customers M1 M2 Distributor /retailer/ direct customer meets, senior leaders


Consistent quality, responsiveness to needs, customer meets/visits, customer plant visits, COO club, achievers
aftersales service, sustainability, responsible M5 M6 meet, KAM workshops, focus group discussion, membership
guidelines, climate change disclosures, Sustainability M7 in trade organisation /associations, complaints management,
Performance, Responsible Mining Code, product helpdesk, conferences, joint business development plans,
quality and high-value products, Health & Safety, information on packaging, customer surveys. CDP climate, water
Responsible marketing and supply chain reporting

Suppliers/Partners M2 M9 Supplier prequalification/vetting, suppliers meets, supplier plant


Quality issues, timely delivery, sustainability visits, partnership meetings, MoU agreements, trade association
performance, safety checks, compliances, ethical M12 meets/seminars, professional networks, Bhagidhari Sabha,
behaviour, ISO and OHSAS Standards, on time contract management/review, product workshops/on site
payment presentations, framework agreements

Government M3 M5 Advocacy meetings with local/state/national government and


Climate change roadmap, sustainability frameworks, ministries, seminars, media releases, conferences, membership in
policy advocacy, discussions on Plastic Waste M10 M11 local enterprise partnership, membership in industry bodies such
Management Rule, framework beyond compliance M9 M12 as ICC, BCCI, CII, etc.
and responsible care, timely contribution to
exchequer, proactive engagement, contribution
to local infrastructure, skill and capacity building,
sustainable livelihood, clean and safe environment

Employees M2 M9 Senior leaders’ communication/talk, senior leadership forum,


Responsible care, innovation, operational town hall briefing, goal setting and performance appraisal
efficiencies, improvement areas, employee M12 M13 meetings/performance review, exit interviews, arbitration/
engagements, Long Term Strategy Plans, employee M15 union meetings, wellness initiatives, focus on workplace safety,
benefits, training, awareness, brand communication, employee engagement survey, email, intranet, flat screens,
Health & Safety websites, poster campaigns, house magazines, confluence,
circulars, quarterly publication, intranet, theatre workshops
(oorja), newsletters

23
Risk Management

Risks are inherent to business. At Tata Chemicals, Enterprise Risk Management allow us to address business
uncertainties as we strive for long term, sustainable growth. We are committed to effectively identifying and managing
Enterprise Risks in our pursuit of our strategic business objectives aimed at enhancing stakeholder’s value.

Sourav Ghosh
Controller - Risk

The risk-related information outlined in Risk mapping


this section is not exhaustive and is for
information purpose only. This section
lists forward-looking statements that may
involve risks and uncertainties. Our actual 1 4
results including business’ operational
performance could differ materially on
account of risks and uncertainties not
currently envisaged or by risks that we
currently believe are not material. Readers
are also advised to exercise their own 9 2
Impact

judgement in assessing the risks associated 8


6 5 10
with the Company.

Low Probability High

Sr. Change in rating from FY 2018-19


Key risk
No. Probability Impact
1 Sustainability and Climate Change No Change No Change
2 Digitalisation No Change No Change
3 Succession planning No Change No Change
4 Failure/Delay in achieving business transformation objective New risk
5 Cyber Attack No Change No Change
6 Loss of market leadership and failure to scale up volumes No Change No Change
7 Financial risk No Change No Change
8 Regulatory changes
9 Government policy change No Change
10 Safety hazards No Change No Change

24 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Approach to risk management


The Enterprise Risk Management framework provides mechanism for identification and prioritisation of risks including scanning the
business environment and continuous monitoring of internal risk factors. Risk Management forms an integral part of the management’s
focus. On March 11, 2020, the world was disrupted when the World Health Organisation (WHO) declared Covid-19 as a ‘pandemic’. Your
Company is working on a resilient and adaptive Risk management strategy as events are unfolding and new information is emerging.
Relevant Risk registers have been suitably recalibrated to monitor mitigation plans related to disruption caused by Covid-19 related risks.
Information regarding Tata Chemicals’ key risk and their mitigation strategies:

Strategic risk

Sustainability risks Mitigation


Failure to respond to sustainability and We aim to be the benchmark standard Committed to EPR compliance through
Dedicated investment to appropriately ~99% offset of plastic waste as per EPR
climate change related risks
balance environmental targets and action plan
long term sustainable business growth Engaging with regulatory authorities,
Regular monitoring of sustainability assisting the community on various
risks against business unit sustainability Covid-19 related initiatives including
targets funding support to government,
manufacture and distribution of hand
Board Level quarterly review
sanitizers, production and distribution
of Sustainability Roadmap and
of masks, earmarking isolation ward at
Environmental Compliance Status
Linkage to Capital Mithapur with around 100 beds
Natural The Company is a signatory to
Responsible Care as well as CORE
Social and Relationship Capital
which guides the Company

Digitalisation risks Mitigation


Failure to embrace digitalisation as a There is clear focus and plan to Digitisation initiatives are being
key lever of Business Growth incorporate digital technology as a core undertaken by the Company to move
component of the Company’s operations from instincts to insights, focussing
A digital roadmap has been created on improving efficiency with better
with clear timelines, projects and analytics to make informed decisions
business outcomes with the help of an Projects are being implemented
external expert to create digital awareness across
Regular external assessments organisation, create digital culture
of our Data Maturity to identify across all levels
improvement areas IT team reconfigured to focus on Core
Linkage to Capital IT and Digital Projects with their active
Using technology to make processes
Intellectual capital participation with business
simpler for customers, vendors and
internal stakeholders

Succession planning risks Mitigation


Failure to have a robust and flexible The Company has a succession The Company endeavours to provide
succession planning process planning process, which is reviewed many learning platforms and avenues
and updated annually during the to allow employees upgrade skill levels
Global Leadership meet to meet future challenges
A large part of the requirement of skills Succession planning builds a robust
for new businesses have been drawn pipeline of people ready for the next
from existing businesses through level
Linkage to Capital SHINE+, ensuring capability building
Human capital through role changes

25
Failure / Delay in achieving Mitigation
business transformation Enter into new product lines which complement existing products and provides
objective new markets
Identify products having export potential to expand market reach
Explore greenfield and inorganic routes to expand footprint
Linkage to Capital
Manufactured capital

Operational risks

Loss of data & compromised Mitigation


operations resulting from Regular security compliance checks, taken by the Management to address
cyber attacks periodic third-party assessment, using Cyber Security Risks is periodically
robust threat monitoring systems, reviewed by the risk management
cyber insurance policy, regular patch committee of the Board
management, cyber security awareness
Additional monitoring measures
programme, Benchmarking to ISO
including regular reviewing of logs,
27001 (global standard for Information
access of key applications and systems
Security Management System) and
through encrypted VPNs to have
upgrading the ISMS policies covering
enhanced cyber security during “work
all entities within TCL
from home” for connected workforce
Cyber security war room exercises for and facilitating ease of conducting
senior leadership team, cyber security business in the current unprecedented
Linkage to Capital
training across plants and offices. Steps scenario
Manufactured capital

Loss of market leadership Mitigation


and failure to scale up Continuing focus on cost leadership Creating a portfolio of value-added
volumes Scaling capacity both in India and products by focussing on converting
Internationally through brown field customer needs into products through
expansion and debottlenecking R&D and innovation

Linkage to Capital Servicing Indian market through cost


Manufactured capital efficient supply chain

Financial risks

Disciplined capital allocation and cost Mitigation


effective financing structure inability to Continuous monitoring of cash flows Considering the current situation,
secure sufficient, cost effective funding with focus on the safety & liquidity of conserving cash through host of new
the investments initiatives including further focus and
Rigorous capital investment balanced efforts towards containment
programme, focussing on adding of fixed cost across plant and non-plant
Linkage to Capital economic value and improving ROCE activities, working capital management
Financial capital Proactive use of the capital and debt
markets

26 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Regulatory and Compliance risks

Frequent amendments Mitigation


to the statutory rules and Monitoring of compliances through an e-enabled compliance management
regulations which could framework used in with periodic reporting and reviews at leadership forums
impact the Company’s Centralised capture of compliance requirements
operation
Linkage to Capital
Social and
relationship capital

Government policy change Mitigation


which could impact the Ongoing dialogue, liaison meetings and conversations with regulatory authorities
Company’s operation and Indian public affairs, attendance at seminars, memberships with Government
and Industry Bodies
Linkage to Capital In relation to current Covid-19 situation, active monitoring and adhering to various
Social and regulatory authorities guidelines is ensured
relationship capital

Reputational risks

Failure to ensure Mitigation


containment of safety Safety risk mitigation plans are regularly Support to customers by conducting
hazards reviewed by the Risk Management safety audits in their premises (chlorine
Committee handling)
Employee Safety (Behaviour issues),
Workplace Safety (Fire Safety, Asset Achieve Zero Harm by following Provision of safety kits and awareness
Integrity), Process Safety & Product world class standards of SHE sessions for farmers through the “You
Safety hazard chemicals –Transportation Management systems, responsible are Safe” initiative focussed on the safe
care initiatives, good maintenance use of the products
practices, enhancement strategies for In relation to Covid-19 situation, various
the environment and prevention of actions including the following are
pollution undertaken to ensure safe operations :
Various safety improvement initiatives o Relevant SOPs with do’s and don’ts
are implemented and its effectiveness ensuring safety of employees and
is evaluated continuity of operations have been
Hazards identified using techniques prepared, dedicated 24/7 helpline
such as Stop & Think Assessment numbers to address medical
(STOP), Job Safety Analysis (JSA), related queries
Hazard and Operability Study (HAZOP), o  Plants working with minimal
Hazard Identification and Risk Analysis workforce
(HIRA), What-if-Analysis, Failure Mode o  Close monitoring on Government
Effect Analysis, etc. and addressed regulations and ensuring its
by following hierarchy of risk control adherence
E-enabled portal ‘WSO’ is implemented o All non-sites offices are closed
across the operations to capture near- Employees are working from home
misses and unsafe conditions
GPS system installed in bromine
tanker and migrated to ISO tankers
for transporting Bromine; leading to
Linkage to Capital product safety in transportation of
Human capital hazardous chemicals

27
Advancing Digitalisation and Innovation
for a Better Tomorrow
We are pioneering cutting-edge technologies and nurturing innovation to
retain our competitive edge. Better technology is helping us transform business
and processes to improve efficiencies and customer experience. Innovation is
accelerating product stewardship and in seeding niche product areas.

152 59 4
Cumulative Patents filed Plant Variety Protection Publications in peer
(PVP) in the process of reviewed journals
registration under
PPV & FRA

SDGs impacted

Agri-Biotech R&D Facility (Seeds), Bengaluru, Karnataka

28 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Insights into our R&D centres and key developments

Innovation Centre – Innovation Centre – Innovation Centre –


Bengaluru RICH (Crop care) Bengaluru – Seeds Pune
Key initiatives / Innovation Turnover Index (ITI) Innovation has led to reduced use of Partnered with tyre companies for Silica
development increased to over 16% in FY 2019-20 fossil fuel application development
FY 2019-20 as compared to 10% in the previous The seeds ITI showed a score of 12.6% Commercialised new grades of Silica for
year during the year under review garment and oral care applications
Three new formulations launched Internalised Lithium cell technology
– Zygant and Ayaan in Paddy and transferred from ISRO
Sarthak in Potato and Chilli
Scientific support to new business
Staple food fortification Premixes
Ventured into skin domain (built
new science)

Way forward Evaluate technologies to improve Attain leadership position in select Leverage Indian academic ecosystem for
competitiveness and differentiation crops and build opportunities technology acquisition and development
Enhance technology to improve in cotton Commercialise in-house developed
success rate Advance technologies in the technologies
genetically modified space and build New products and applications in
gene editing capabilities material science, nutrition and energy

Innovation How we are enhancing the performance of


innovation function
Innovation priorities Leveraging digital and analytics
Progress on the R&D long term plan
 Healthier and beautiful smile Synergising competencies of the three R&D
centres to work on cross-cutting opportunities
Drive synergies between all the
 We successfully developed TAVERSIL Hosting iNNCOTECH symposium to drive new
R&D centres A50, a specialty grade precipitated ideas and promote thought leadership
Balance innovation focus with 70%
 Silica that is used as an abrasive agent Open Innovation with partnership by
business-led and 30% science-led in toothpaste for better cleaning and partnering global Research labs
projects polishing performance with tailor- S&G for prioritising and tracking progress of
projects
Build CoE to cater the computational
 made abrasive properties. It also assists
Enhancing competencies of the scientists
and analytical requirements of R&D effective removal of pellicle film from
Meeting customers to enhance end-customer
centres and enhance their efficiency teeth surface. need understanding
Acquire and develop technology from
 Strengthen IP strategy
Indian academic ecosystem
Making India healthier with
fortified food
Goals We are focussed on developing
Malnutrition or lack of micronutrients
Innovation leading to business growth
 sustainable and new technology
is a key challenge in India. To address
through new products and new solutions in line with the business
this issue, the FSSAI (through FFRC) has strategy to benefit society and improve
applications
recommended fortification of common the Company’s competitive edge.
Creating R&D infrastructure for new
 staple food items. While TCL has been at This is being done through internal
areas of business focus the forefront of this with its pioneering and external collaboration, focussing
Deployment of In-house developed
 iodised salt, it has stepped up by on creating platform technology
technologies and products developing food fortification premixes competencies and improving innovation
index for the Company.
Advancing technology in seed space
 for all recommended categories. We have
already launched micronutrient premixes K. R. Venkatadri
for fortification of milk, oil, flour and rice. Chief Innovation & Digital Officer

29
Digitalisation Next level digitalisation
Digitalisation priorities We have successfully piloted Industrial
Internet of Things (IIoT) technology for a
Realigning and renewing IT systems to meet the evolving business needs

few processes at Mithapur plant and are
System simplification and creating synergistic platforms
 replicating it across other equipment and
Strengthening Cyber Security
 processes. The new Nutrition business
Mambattu plant was designed with state-
Strengthening capabilities in data analytics

of-the-art digital systems that meet global
Theme-based initiatives at Mithapur to facilitate effective utilisation of inventory quality standards. To evolve to an insightful
and streamlining logistics organisation and unlock the power of data,
Setting up Smart Labs with automation
 a data maturity assessment was done;
implementation of recommendations
Digitisation of the finance function

is underway
Goals
Strengthening Core IT for availability, reliability, security and optimising cost


Set-up of common team to service SAP support and IT Security across entities


Digitise all the functions



Cyber Security
Cyber Security is a critical aspect. We are
Key digital initiatives in FY 2019-20 continually strengthening it through
Rolled out supplier collaboration and sourcing platform across group training, data loss prevention and war
room exercises, etc.
Prepared IT Roadmap & Enterprise architecture to leverage industry standard
digital technologies
Initiated work on Laboratory Information Management system (for R&D labs),
Transportation / Dealer (at Rallis) / Human Resource Management System
modules Build Resilient Approach in
Strengthening internal capability in digital and data analytics Response to Covid-19
Epidemic [BRACE]
Our bimodal IT strategy IT function is fully geared up for tackling
a) Core IT: to deliver predictable and consistent performance of IT systems the challenge of Covid-19. Employees are
enabled to work from home securely. All
b) Business Enablement: Exploring and implementing multiple solutions to
the critical transactions including financial
business problems leveraging digital solution
closures are completed without any
challenge. IT roadmap has been revisited
SDGs impacted and projects are prioritised based on
challenges and opportunities considering
Covid-19 impact

We are driving transformational change with IT to have smart factories, smart labs, smart offices along with a KPI-driven digital and
insights mindset. This will create a digital and analytics led enterprise and will help us drive the productivity of various business
functions. It will further aid in reimagining the business model for organisational transformation.

K R Venkatadri
Chief Innovation and Digital Officer

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Enhancing Health and Safety Practices

Safety is an essential part of Tata Chemicals’ value system. Our ‘Zero Harm’
approach – Zero Harm to People, Asset and Environment – guides the safety
roadmap for the operations and assists us in achieving our business targets.

We are guided and governed by the Tata Code of Conduct:


We shall not compromise safety in the pursuit of commercial advantage. We shall strive to provide
a safe, healthy and clean working environment for our employees and all those who work with us.

Safety Priorities and Goals


Enhance Safety Culture by reinforcing Safety Leadership for achieving Target Zero Harm – Zero Harm to People,
Asset and Environment
Improved Asset Integrity Programme for the safety of physical assets
Strengthen the Safety Risk Assessment, Audit and Process Safety Management
Focus on improving employee engagement through Line Function Accountability
Standardisation of safety reporting through e-enabled data management system

Our Approach to Safety Target Zero Harm

Zero Harm to People Zero Harm to Assets Zero Harm to Environment


Reduces serious injuries and Ensures assets reliability and longevity Advocates environment-friendly
eliminates disabilities and deaths Adhere to Long-term Asset business practices
Take responsibility and care of Management Plan (LAMP), safety Eliminate activities having
teammates by building safety culture standard operating procedures adverse impact
and maintenance practices
Drive health & safety improvements Monitor, benchmark and work with
across business Routine inspection, condition third parties
monitoring and change management
Adopt workflows and technologies that
improve environmental performance

31
Key initiatives for operational health and safety (OHS) in FY 2019-20
Initiatives Impact

Felt leadership programme to strengthen safety culture


Programme focussed on risk thinking, safety cuture and root cause analysis 25 Senior Leaders trained

62% compliance to strategic

commitment plan under the
leadership influence

Focus on employee engagement


Several initiatives covering safety, behaviour, hazard identification etc. undertaken
 1.0 Nearmiss reported per employee

Cross Functional Teams (CFTs) are formed to deploy safety initiatives like Process
 per month
Safety and Risk Management etc. Joint management-workmen committees at sites 90% closure of nearmiss

to focus on OHS areas with active participation of Senior Management 124 people trained in Process Safety


Operational Safety – Asset Integrity, Risk Assessment, Audit and Inspection


Long-term Asset Management Plan and structural safety programmes are in place

Draft ‘Guidelines for Safety Risk Assessment over Organisation Life Cycle’ released

Retained for India operations
Cross site safety audit for Indian subsidiaries completed

Internal / external audits, inspections, surprise checks and engagement with

One new site certified for ISO


experts to identify lapses and improvement areas 45001:2018 and one for ISO 14001:2015
82% - closure of audit action points

Digitisation and Data Analytics


Global e-enabled portal, ‘WSO’ for safety data management. Exploring data
 100% - implementation of WSO at TCL

analysis and development of predictive models to identify vulnerable areas, early and its subsidiaries
warning signs to reduce safety incidents Successful completion of pilot for

Explored IoT solutions for lone working areas
 safety wearables in lone working areas

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Way forward
Sustaining the ongoing safety improvement programmes

Standardisation and certification of Health & Safety Systems

Strengthening of training and certification modules for key trades associated with high risk activities

Enhanced focus on Lead Indicators through progressive Safety Index for measurable systematic improvements in Health & Safety


Safety Governance and Working Structure

Board Level
(Board of Directors; Safety, Health, Environment and Sustainability Committee; Risk Management Committee;
Audit Committee)
Providing direction and guidance to the Management to ensure due addressal of safety implications & risks in all
ongoing and new strategic initiatives, budgets, positive assurance, audit actions and improvement plans

Management Level
(Management Review Council; Global Chemical Council; Risk Management Group; Strategic Business Unit
Council; Site Apex Committee; Steering Committee)
Reviewing safety performance, risks and their mitigation plans implementation, audit closure and improvement
plans and key safety priorities

Working Committees & Line Functions


(Joint Safety Committees; Departmental Safety Committees
Office Safety Committees and all Line function including individual company and contract employees)
Implementation of safety as per Management & Board requirement, adhere and ensure that the mandated
safety requirements are followed

1.69 0.95
1.61 0.87

0.88 0.46

UN SDGs
2017-18 2018-19 2019-20 2017-18 2018-19 2019-20

Total Recordable Injury Frequency Rate* Loss Time Injury Frequency Rate*
(No. of TRI / million man-hours worked) (1-day away from work)
*Includes all subsidiaries

We witnessed one unfortunate fatal incident in FY 2019-20. A detailed investigation was


carried out and critical gaps were identified to prevent such incidents in future.

33
People are Critical in a Science-led Future

The experience and expertise of our multi-generation, multi-nationality and


gender diverse teams is the key to achieving high performance benchmarks and
delivering unique science-led solutions. We are restructuring our organisation,
re-engineering our people processes and investing in people capabilities to
create more value for them, the organisation and our stakeholders.

SDGs impacted

HR priorities Key initiatives undertaken Talent onboarding and capability


Organisational restructuring for

in FY 2019-20 and outlook enhancement
transformation for future We continue to strengthen our core
Organisation restructuring for competencies of customer-centricity
Talent on-boarding and capability

enhancement
transformation and operational excellence through
With our structural re-alignment into Basic training and implementation of 5S and
Nurturing engagement among the

Chemistry Products (BCPB) and Specialty Business Excellence tools. To provide
multi-generational workforce access to contemporary concepts, we
Chemicals Products (SCPB) businesses, we
Enhancing HR operational effectiveness
 are undertaking business-specific changes offer platforms like edX and certification
in our people management approach courses from the best global universities.
in order to make ourselves leaner, agile On the leadership development front,
and flatter. For our SCPB, self-managed we invested in executive coaching,
teams have been institutionalised to leadership journeys for high potential
foster collaboration, speed and customer- women, immersive programmes on Felt
centricity in the workforce. We have also Leadership and manager development.
restructured our Innovation Centres We continued with the ‘iNNCOTECH’
(IC) and are focussed on driving greater platform to facilitate outside-in perspective
synergy among Metahelix and Rallis’ and bridge Innovation and Technology
operating teams post their merger. through Collaboration. We are using ‘Tech
Talk’ platform to share information on latest
developments in our Innovation Centres.

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As we envisage scaling new businesses, timely resolution of employee queries and a Enhancing HR operational
investing more in digital initiatives and biometric-based self-managed attendance effectiveness
building niche/specialist skills, we focus system, ‘SMART’. We provide employees Our migration to an integrated HRMS
on hiring skilled talent and enhancing the a platform to opt for career changes solution in FY 2020-21, will enhance
capabilities of our people. Our intent going through our ‘SHINE+’ programme while also employee experience and improve the
forward is to further R&D capabilities and emphasising on various elements of diversity operational efficiencies of the HR function,
collaborate with academia and premium to create a more inclusive organisation. while driving both workforce and workplace
research institutions to drive focussed transformation.
innovation and create science-led solutions. Several changes in HR policies and process
are updated and relooked to modernise
Nurturing engagement them based on recommendations received
We launched an online Reward & by cross functional teams under the
Recognition platform ‘Kudos’, HR Helpdesk for ‘Refresh 2020’ initiative. Improving outcomes
of new hires
Diversity and inclusion at Tata Chemicals
Our campus to corporate induction
As on March 31, 2020 White Blue programme for Graduate Engineer
Total
(on-roll employees) Collared Collared Trainees was enhanced and re-branded
TCL India 1,176 644 1,820 as ‘Aarambh’. Using a mobile based
Rallis 1,547 63 1,610 platform, we are engaging with the
Ncourage 19 0 19
new batch of GET’s even before
TCE 86 321 407
they come on board, giving them
TCNA 183 390 573
TCML 221 0 221 an overview of the organisation and
TCIPL 4 0 4 our values through carefully crafted
TCSA 24 0 24 learning content. Their year-long
Total 3,260 1,418 4,678 learning journey covers experiential
learning, CSR and technical projects and
Gender ratio access to a programme on foundational
leadership competencies – ‘ValYOU
TCL India Rallis Ncourage TCE
Starter’ enabling them to lay a strong
foundation to their budding careers.
8% 92% 12% 88%
3% 97% 16% 84%

TCNA TCML TCIPL TCSA

6% 94% 19% 81% 50% 50% 33% 67%


As we continue our transformation
journey towards becoming a leading
sustainable science-led solutions
company, our key theme for human
Our key performance indicators resources this year is to create an
UOM FY19 FY20 organisational climate that nurtures
diversity, operational excellence,
Gender Diversity % 7 7
innovation and greater cooperation
Employee Engagement % 73 NA*
and synergies among teams within and
Functional Training Coverage (unique employees) % 72 72
across businesses and functions. We will
Training days per employee Mandays/employee 3.4 2.9
continue to invest in our workforce to
Employees in R&D (Intellectual Capital) Nos. 224 228
enhance their skills and competencies
Voluntary attrition# % 10 10
required for the organisation of the future.
Employee productivity (PBT per employee) Crore /employee 0.3 0.3
Incidents of labour unrest Nos. 0 0 R. Nanda
*Employee engagement survey is conducted every two years by an external partner. Chief Human Resources Officer
#
Voluntary attrition for India pertains to white collared employees.

35
Driving Prosperity of the Communities

Our CSR programme are closely aligned to the United Nations Sustainable
Development Goals. It encompasses our enduring commitment to stimulate
economic activity and enrich the quality of life, while sharing its lasting benefit in
the regions we operate in and strengthening relationships with the communities.

Development that enables Sustainability and


Community Empowerment
CSR priorities
Enriching the quality of life by
 En
sur
creating sustainable livelihoods al ing
a pit En
Maintaining and conserving
 mic C vir
on
no me
Eco
Climate Action, Life nta
environment and bio-diversity l In
ding Below water, Life on
teg
Buil Land Renewable/ rity
Enabling the aspects of health,
 No Poverty, Sustainable Energy
sanitation, nutrition, education Zero Hunger

Building Social Capital for long



term sustainability

Enablers for Social, Economic &


Environmental Development
Good Health & Well-being, Education,
Clean water & Sanitation

Cross-cutting Themes : Building Social Capital


Gender equality, Reduced Inequality, Partnerships for achieving the
goals, Sustainable social enterprise models
Community Development & CSR Policy

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Building economic capital Our CSR impact - FY 2019-20


Farm based livelihoods
Parameter Impact
In FY 2019-20, we engaged with more
Building economic capital
than 9,800 farmers on capacity building,
exposure visits, field demonstration and Farm-based livelihoods:
livestock management system training Number of farmers benefited 9,840
programmes. Seeds and agri-equipment Number of cattle covered 56,250
support was provided for enhancing the
Non-farm-based livelihoods:
productivity. We facilitated registration of
Number of youths covered under skill development programme 1,576
Okhamandal Farmer Producer Company
Ltd. which would benefit approximately Number of artisans impacted under traditional handicraft promotion 2,566
1,200 farmers. initiative
Sales of traditional handicraft (` lakh) 651.14
Non-farm-based livelihoods
Ensuring environmental integrity
We are running skill development
programmes in different locations to Number of people sensitised 7,568
train unemployed youths and facilitate Number of mangroves planted 1,03,700
their employment or entrepreneurship Whale sharks rescued 44 this year, total 787
development. Vocational skill training
Litres of Water harvested (MCft) 31
includes fashion technology, welder, fitter,
Enablers for social, economic and environmental development
domestic electrician, beauty and wellness,
etc. We set-up a technical skill training Good Health & Well-being: 21,718
institute at Mithapur affiliated with NSDC Number of people covered under general healthcare 3,194
which also supports Tata Strive Centre at Nutrition – No. of women covered 8,549
Aligarh and the ITI at Dwarka.
Nutrition – No. of children covered 9,975

With the objective of creating sustainable Education:


livelihood opportunities for rural women Number of students supported (LAMP) 6,952
artisans, Okhai is bringing them to the Number of students supported 13,918
customer. 2,366 artisans across India
Clean Water and Sanitation:
have benefited with a market linkage to
40,000 online customers. Okhai is now a Number of families supported for drinking water and toilets (Mithapur) 1,060
recognised and sustainable online fashion Number of people supported for drinking water (Ncourage) 48,000
brand with over 1,92,000 online followers.
Its first flagship store in Mumbai will be
launched shortly.

We organised entrepreneurship
Self-sustaining entities driving
our CSR activities
development training for women
members of self-help groups. At Mithapur, Social enterprises: Okhai Centre for
six clusters / group enterprises were Empowerment (Okhai), Tata Chemicals
formed engaged in Bandhani, Rexene & Society for Rural Development (TCSRD)
and Ncourage Social Enterprise
Leather, Bead work, Jute, Block print and
Foundation (NSEF)
Coconut Fibre products. They are linked to
Okhai for market development and also
Centres of Excellence: Centre
have two retail outlets. In Kenya, TCML
for Sustainable Agriculture & Farm
engaged 60 women in bead work to help
Excellence (C-SAFE) and Centre for
them earn a sustainable livelihood. Lake Sustainable Conservation Action for
Magadi Eco-tourism project is helping to Protection of Ecosystems of the Seas
finance local community projects. (C-SCAPES)

37
Ensuring environmental
integrity
In Mithapur, we run biodiversity
conservation programmes like recovery
1,576
of coral reef, conservation of whale
youth trained under
shark, mangrove plantation, rejuvenating various skill development
indigenous flora and fauna and interventions
environmental education initiatives.
Our Whale Shark project focusses on its
habitat study and research on migratory
pattern and breeding biology. We are
working with the Eco Clubs in local
schools to raise awareness on environment
conservation.
TCL participated in UN Convention
on Migratory Species – COP13 held in
Gandhinagar. In the Green Program, we
planted 1.03 lakh mangroves in Dwarka,
Gujarat and Sundarbans, West Bengal. We
have established C-SCAPES in Mithapur as
a dedicated knowledge, research and field
implementation institution.
Land development, water management
Education local primary schools on a weekly basis, to
and conservation programmes like
TCL undertook need-based educational mentor groups of underprivileged Year 5
recharging by well recharge structures,
programmes across locations focussed and Year 6 children, and help open their
water harvesting by check dam and
on ensuring zero drop-out and improving minds to the possibility of a career in the
community pond structures, etc. were
educational quality in schools, starting manufacturing and chemical industry.
carried out at Gujarat. A dry waste
from pre-primary. Initiatives like eLibrary,
processing plant was installed at
Learning Enhancement Program, teacher Safe water and sanitisation
Mithapur, launched under the Swachh
training, scholarships, Child Learning and We facilitated clean water supply through
Bharat Abhiyan.
Improvement Program, Shreemati Nathibai our Samridhhi and Swachh Tarang
Damodar Thackersey Women’s University projects under which roof rainwater
Enablers for social, economic and Career Resource Centre benefited harvesting structures were developed,
and environmental ~13,900 children. The Learning & Migration hand pumps were repaired, and
development Program, focussed on strengthening the households were supported with water
Good health and well-being community school management system purifier systems. During the year, 830
During the year, 3,194 people benefited and improving the learning capabilities of households were provided tap connection.
through health and nutrition camps. In students, benefited ~6,900 children. Behaviour change programme – Swachh
Sriperumbudur and Mambattu, a herbal- Bharat Mission Cleanliness Drives and
based kitchen garden was promoted as In Kenya, TCML provided infrastructure construction of toilets and sanitation units
preventive health measure. In Kenya, TCML support to schools and scholarships to improved sanitation in the rural areas.
supported Magadi Hospital provided health more than 100 students at various levels.
care services to 30,000 community people. In UK, TCE provided career information In Kenya, TCML supplied 60,000 litres of
TCML also supported with 15 tonnes of with emphasis on STEM to 300 students treated drinking water per day to 18 public
unimix for 3,000 nursery school children in in all-girls Loreto Grammar School in primary schools, 40 ECDE (early childhood
Magadi. In UK, TCE organised fund-raising Altrincham, Cheshire. TCE has collaborated development education), 7 dispensaries
volunteering activities for charity-funded on a joint CSR project with Passion for and 17 community waterpoints using its
St Luke’s Hospice. TCL implemented ‘Holistic Learning, who mentor 400 children across water boozer. TCL supplied 150,000 litres of
Nutrition’ project in Amravati and Barwani schools in the North West of the UK (TCE’s treated drinking water per week to remote
targeted at the child’s first 1,000 days. locality). Our team of volunteers go into regions between Magadi and Singiraine.

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Building social capital Supporting the nation to


We work towards inclusion and combat Covid-19 pandemic
empowerment of women, scheduled We have adopted a two-pronged
caste, scheduled tribe and other approach to tackle Covid-19 – one, Fulfilling aspirations
vulnerable sections of society. TCNA supporting the government and two, Nutan, a bright student, completed
undertook programmes to support supporting the local communities. We her 12th grade and wanted to pursue
single mothers, senior citizens, children manufactured and supplied more than medical studies. Her father motivated
in need and veterans. TCL has set-up two 1.17 million Litres of disinfectant to the her to pursue this dream but was
social enterprises, Okhai which facilitates Government of Gujarat and 600,000 Litres unable to fund her education. We
sustainable livelihood for artisans and to BMC, Mumbai alongside augmenting supported her with scholarship for
Ncourage which promotes affordable, Mithapur Hospital by setting up temporary pursuing MBBS from medical college
clean and safe drinking water through Tata additional facilities. Self Help Groups in Baroda which she has successfully
Swach range of water purification systems and artisans associated with our Okhai completed. She is now a practicing
as well as animal health and nutrition. This initiative were engaged to produce over doctor and is preparing for MD
year, the Magadi Soda Foundation carried 2 lakh masks in Mithapur and Cuddalore examination. Nutan’s journey has
out needs assessment and launched for distribution to police and local inspired many girls from her village to
follow their dreams.
a participatory strategy development communities, providing livelihood to
process to inform community 275 women. We have supported
development priorities. over 47,000 people from vulnerable
communities across our plants with dry
Other initiatives ration kits. We also engaged with the local At Tata Chemicals, social development
communities for increasing awareness is an important goal, we touch the
During the year, TCL provided relief
lives of millions globally and strive to
support to disaster affected people about the pandemic and safety measures,
be a neighbour of choice. We focus on
in Maharashtra. We provided ample using posters and videos.
sustainable community development to
opportunities to employees and family address the UN SDGs and development
members to volunteer on different social challenges through programmes
and environment issues. that are replicable and scalable, while
empowering communities.

Alka Talwar
Chief CSR and Sustainability Officer

39
Stepping up Sustainability Commitment

We are taking bold steps, evaluating all our operations and investments,
and embedding sustainability in our strategic priorities to protect the
environment and the communities. Our sustainability goals are closely
aligned with the UN SDGs and reflect our commitment to be a transparent and
responsible organisation.

Sustainability Sustainability goals and how we are achieving them


priorities
Carbon emissions:
 Goals and targets How are we achieving
Capturing carbon in
Economic Capacity expansion plan of major products
usable form with a focus on carbon reduction
Circular economy:
 Focus on developing value-added
Reducing waste Maintaining business leadership position and products (i.e. Bicarb, Highly Dispersible
focussing on cost efficiency Silica)
and converting it to
wealth Focussing on high-return business and enhancing Digital ecosystem to enhance operational
shareholders’ value efficiency and productivity
Biodiversity:
  Product stewardship Reducing environmental impact
Being resource by developing more water-based
efficient, conserving formulations than solvent-based products
habitats and
focussing on tree Environmental Conducting climate change risk
plantation assessment and waste mapping study
Promoting smart agriculture
Commitment to Science Based Target initiative Revamping energy and emissions
Reducing environmental impact of our roadmap at plant level
manufacturing operations through waste Lowering product lifecycle impact
management and renewable energy initiatives Energy audits
Focussing on reducing carbon emissiions, becoming Transitioning to clean fuels and technology
water neutral and achieving 100% packaging Initiating carbon capture and conversion
material recycling to usable form project at TCE. Conducting
feasibility study for more such initiatives
Implementing continuous air emissions
monitoring systems
Biodiversity conservation projects
Responsible sourcing
Innovating to manage waste,
especially plastic

Social Plantation on 500 acres of land


(biodiversity reserve, mangroves, mines
area, salt works, and wastelands, new
3 million tree plantations by 2030 sites, etc.)
Promoting species conservation Establishment of ‘Prakriti’ Mitra-Sakhi
Mandals
Strengthening biodiversity around our operations for
Restoration and conservation of coral reefs:
both natural and human communities
coverage of new reef in 2,000 m2 area

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Sustainability framework
Our sustainability strategy and policies support best practices and drives encouraging change across the business. They are underlined
by our corporate strategy which aims to integrate sustainability across business, having in place robust systems and processes
and focussing on operational efficiencies and carbon abatement plans. The Safety, Health, Environment and Sustainability and
Risk Management Committees have oversight and ultimate responsibility for sustainability matters. They are regularly updated on
performance across all internally defined sustainability-related material risk matters. We have facilitated e-enablement for tracking
sustainability KPIs, the performance of which are used to review strategy on an annual basis.

Key sustainability initiatives lamps with 5ft LED lamp for indoor UK
undertaken in FY 2019-20 application TCE has detailed list of opportunities
Replaced calciner refractories and to conserve resources and efficiency
furnace chamber improvements planned with new boiler
Installed and commissioned a waste oil at Middlewich
recycling system Project sanctioned to increase electricity
Energy conservation generation on the Lostock steam turbine
Installed two 1.2 kW solar powered
Mithapur high-mast lighting systems and expected to increase electricity
Replaced traditional lights with LED generation of the turbine saving the
lights and undertook VFD conversion for North America site around £70k per annum with this
HRT, HCT and slurry feed pump resulting Undertook energy efficiency projects, steam-generated electricity displacing
in total power savings of 2,423,023 kWh resulting in estimated yearly power electricity generated from natural gas
Undertook technology switch-over of savings of 6,364,156 kWh and 20% less thus reducing the carbon footprint of
CCG Electrolysers from De Nora to UHDE coal usage. These projects include: the site
which will save 500 kWh per tonne o Optimisation of boiler electrostatic Metering projects are underway across
of Caustic precipitator (ESP) the sites to better understand their
o GR2 Dryer 2 Draft Fan VFD electricity consumption and implement
Magadi o GR3 Fan Upgrades focussed efficiency projects
Replaced 160W mercury vapour flood Use of highly integrated heating system
o Baghouse on-demand purging
lamp with 100W LED flood lamp for avoids cooling of the water and helps to
Exploring applications for solar and wind
outdoor applications and 5ft fluorescent reduce our energy needs
opportunities

41
Picture Credit : Chirag Parmar Painted Stork at Charakala, Mithapur

Emission management Waste management Rerouted mud stream so that it can


Mithapur Mithapur be transported and processed in the
Replaced CEHP 1 economiser, installed paste plant
Used plastic waste (96 tonnes) and
sonic soot blower in CEHP 1 & 2 and waste/spent oil (9,300 litres) as UK
automatic blowdown system in HPB 3 Continued to ensure that effluent
alternative fuel for Cement plant
boiler, resulting in approximate annual
Focussed on bulk transportation of discharges are within permissible
coal savings of 1,248 tonnes
products through railway, bulkers, and standards and sent out waste ash and
Magadi containers lime to third parties for reuse
Kajiado dust control project to reduce
Ensured 100% fly ash utilisation
dust emission
and 87.6% effluent solids filtration
Ongoing project to instal CEMS
and utilisation
(Continuous Emission Monitoring
Water conservation/management
System) at ESP Plant Magadi
Initiated recycling of waste oil, torn Mithapur
USA Replaced resin at water softening plant,
Exploring the elimination of coal by plastic and scrap metal
curbing chemical consumption and
converting coal-fired boilers to natural Conducted ESIA (Environment Social
effluent generation
gas along with potential to reduce GHG Impact Assessment) study for waste
emission by 30% by installing new soot disposal guidance Continued water harvesting programme
blower and exploring carbon capture/ in the community
USA
offsets Magadi
Implemented a new solid waste
UK management policy that necessitates Ongoing project on domestic sewerage
Invested in a contemporary boiler recording of waste volumes/streams and Installation of meters and push taps to
plant at the British Salt plant that will explores the potential for recycling control water usage
have ~94% efficiency (80% currently)
Installed a Soda Ash recovery unit that UK
translating to 8,500 TPA reduction in CO2
increased operational efficiency of The British Salt site at Middlewich
Winnington CHP, part of TCE’s Northwich
deca units harvested rainwater for use within the
operations, is developing a Carbon
Capture and Utilisation scheme for Implemented a sulphate reduction plant. The Sodium Bicarbonate plant
capturing food and pharmaceutical project that captures additional purge returns water abstracted from the river
grade CO2 and will use it in the Sodium from evaporator bodies to feed purge Weaver for cooling purposes, incurring a
Bicarbonate plant. This global first deca recovery units net zero consumption
initiative will contribute to a 40,000 TPA
reduction in CO2 emissions

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Addressing climate change Sustainability is embedded in the way we do


Climate change is an important agenda for us. Being one of the leading business. It is not just about energy & water
chemical companies with vast global operations, we aspire to play an efficiency, adopting circular economy principles,
enabling role in transitioning to a low-carbon economy. To achieve mitigation of climate change and biodiversity
this, we have signed up the commitment to Science Based Target
impacts of business; it’s about seeing the complete
initiatives and have in place Climate Change Strategy for 2030 aimed
at reducing carbon emissions by 30%, becoming water neutral and picture, a 360 degree view that considers all
achieving circular economy in our value chain. We have initiated this stakeholders’ needs and blends both financial and
journey by conducting a climate change risk assessment for Mithapur non-financial goals into key business strategies.
and are working on an action plan. We are ensuring the effectiveness
of our climate action through active involvement of the Board and top
Alka Talwar
leadership. The Executive Committee of Board reviews and mentors
sustainability and climate change initiatives. The Board also provides Chief CSR & Sustainability Officer
guidance and support to the management.

Sustainability Highlights

Sustainability Performance indicator FY FY Status


area 2018-19 2019-20
Rehabilitating Climate Scope 1 CO2 emissions (Kilo tonnes) 4,322 4,446
waterfowls change
performance
Scope 2 CO2 emissions (Kilo tonnes)
Scope 3 emissions (Kilo tonnes)
38.36
93.34
42.7
119.36 We have worked on improving
The evaporation ponds at the methodology to calculate the
TCNA are a stopover site for emissions which has led to increase
in the scope 3
migratory birds, especially
Energy Direct energy (TJ) 46,190 47,736
waterfowl, which was a performance Indirect energy (TJ) 254 315
challenge as their bodies
Water Fresh water withdrawal (Megalitres) 28,749 27,728
would be covered by soda ash. management Sea water withdrawal (Megalitres) 76,442 70,535
A ‘Waterfowl Rehabilitation % water recycled and reused 66 86 We have worked out the calculation
Programme’ was undertaken, methodology at TCNA which resulted
with permission from the in increase of recycled water
United States Fish and Wildlife Treated water discharged 88,516.5 79,770
Service. The programme (Megalitres)
required TCNA personnel Waste Hazardous waste (MT) 3,175 4,832 Demolition of a section of the
generated Non-hazardous waste (MT) 7,84,462 9,03,517 Winnington site at Tata Chemicals
to keep waterfowl and Europe for new projects has led
other wildlife away from and disposed
to increase in waste which was
the evaporation ponds. The re-utilised and also disposed with
affected waterfowl were the recycler
brought to the rehabilitation Solid waste utilisation (only India 4,00,361 5,49,815
room and allowed to swim in operations)
Raw material Limestone (MT) 19,66,852 20,86,088
a tank with warm water. This
consumption Trona (MT) 50,75,142 51,87,160
helped dissolve the soda ash
Solar Salt (MT) 16,79,232 21,03,068
on their bodies. They were
Brine (KL) 70,55,585 95,91,778
then put through some rest
Recycled % Limestone recycled at India 89.74 86.69
and recovery steps and then
material Operations
released near the Blacks Fork consumed Soda Ash recovery at TCNA 1,08,147 1,06,956
River or Green River.
Air emissions SOx 5,451 3,471
A total of 80 waterfowl were
(in MT) NOx 2,106 5,601
rehabilitated and released
SPM 1,902 1,478
in 2019.
This data covers Tata Chemicals India, North America, Europe and Kenya Operations.

43
Stepping up as trusted partner for our customers
We are an essential chemical input provider for leading
global companies with over eight decades legacy. Our
customers trust us for our quality and services and
Basic expect us to play a more important role in their value
Chemistry chain. We are investing in capacities, capabilities, thought
Products leadership and innovation to surpass their expectation by
delivering unmatched value proposition to them.

Business overview of customers and continue to focus on


We engage in the manufacture of building and consolidating relationship.
inorganic chemistry products with plants Our portfolio comprises differentiated
spread across four continents – America, and value-added brands and products
Europe, Africa and Asia. We are the world’s meeting the specific customer needs. We
third largest Soda Ash and India’s leading lead and succeed in the market through
vacuum evaporated iodised salt producer. continuous improvement programmes,
Our salt works, spread over 36,000 acres, cost optimisation, and lean and innovative
are the largest in Asia. We produce soda supply chain solutions. Safety is one of
ash using synthetic and natural mining our core values as we strive to achieve our
process. Of this, 3/4th capacity consists of target of Zero Harm.
natural soda ash allowing us significant
cost competiveness. Read more
Pg 4-5
Customer centricity, operational excellence
Information on geographical spread
and sustainability are the key pillars of and subsidiaries
our strategies. We are a preferred choice

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Our product portfolio


Soda Ash – Light Bicarb Cement Crushed Refined Soda
End-user segments End-user segments End-user segments End-user segments
and applications and applications and applications and applications
Detergent, Sodium Bicarbonate, Pharma (US/British/Indian Construction, Pre-cast Pipes, Sodium Silicate, Animal feed
Sodium Silicates, other chemicals, Pharmacopoeia), Food, Animal Blocks, etc. additive, Lead processing, Mining
dyes and intermediaries and poultry feed, Food grade applications, Effluent / Flue gas /
dust, Explosion suppressant, Brands / products Compost heap treatment
Brands / products Haemodialysis, Flue Gas Treatment Tata Shudh OPC, Masonry Cement
Light Soda Ash, STPP Brands / products
and PPC
Brands / products Crushed Refined Soda
Soda Ash – Dense Pharmakarb, Medikarb, Sodakarb,
Alkakarb, Speckarb, Hemokarb, Halogen Products
End-user segments Briskarb
Gypsum
End-user segments
and applications End-user segments
and applications
Float glass – construction and applications
and housing, automotive Salt [IVSD] Agri Chemicals, Pesticides, Pharma
Portland Cement, Soil Treatment,
Intermediaries, Fire Retardants,
sector, silicates End-user segments Inert Filler in paints, paper,
Textile Processing
Container Glass - soft drinks, and applications pharma, etc.
spirits, pharmaceuticals, Food Processing, industrial salt, Brands / products
tableware, glass de-icing, dairy products, Brands / products
Liquid Bromine, Caustic Soda
water softening and industrial Gypsum
Brands / products applications
Dense Soda Ash, Granplus,
Detmate Brands / products
Edible Salt, Glacia, Granulite (British
Salt), Magadi Moore, Nyama and
Moore Maziwa

Value Chain

Soda ash Salt Sodium Bicarbonate

Raw material
Synthetic Natural
procurement
Soda ash Soda ash
We use sea water, Raw material
lake water and procurement
Raw material Raw material ore from naturally We use in-house
procurement procurement available sources manufactured
We procure solar We procure coal, Soda Ash and CO2
salt, limestone, coke natural gas and is procured from
/ natural gas, CO2 HFO in bulk from Processing suppliers
and ammonia in suppliers and Trona Salt is
bulk from suppliers from mining manufactured:
1. Solar evaporation Processing
Processing Processing of sea and
We use adapted
lake water
We use adapted We use Trona ammonia process
2. Solution mining
ammonia process to mining process to manufacture
process followed
manufacture Soda and dredging to Sodium Bicarbonate
by purification and
Ash products manufacture natural
evaporation
Soda Ash

Marketing and distribution


Finished products are packaged as bags and bulkers and shipped via road, rail or sea route either directly (73%) or via channel/supply chain partners (27%) to customers

45
Competitive Advantage

1 4
Reputation Relations
Strong corporate brand and very high Strong and Longstanding relationships with
image score Blue chip customers spanning over several
decades
World’s – 3rd largest Soda ash manufacturer
High Marketing capability due to partnership
with ANSAC

2 5
Distribution Operational excellence
Lean supply chain and network of Efficient, cost effective, safe and sustainable
depots, pioneers in bulk movement of TCE-ground-breaking HR practices to utilise
soda ash in India 21st century processes for traditional industries

3 6
Leadership Technology and cost
Market leaders in Bicarb and a major player competitiveness
in Soda Ash in India Use of technology for deeper customer
TCNA has significant market presence in connect and ease of doing business
the U.S. and Canada World’s leading state-of-the-art CHP power
Market leader in Bicarb and Soda Ash in UK plant-Low carbon emissions in UK

46 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Operational and strategic Branded product sales grew by 30% with Focussed on improving customer
developments the commercialisation of the Speckarb experience by rolling out online
TCL and Detmate brands and increased customer portal – ChemConnect
penetration of Medikarb brand led by – across all distributors and many
FY 2019-20 has been a year of mixed
wider acceptance from pharma and customers and introducing online
performance. The year began with
haemodialysis segment channel finance facilities which received
strong momentum in demand and
Growth in cement volumes due to good response
price. However, the demand and prices
came under pressure due to increase in higher acceptability and deeper Entered into a long-term supply
imports on removal of Anti-dumping penetration of the relaunched version agreement for salt with Tata Consumer
duty (ADD) on Soda Ash, addition of with value-added proposition of high Products Limited (‘TCPL’) pursuant to
new capacity from other players which one-day strength along with volume the demerger of the Consumer Products
caused oversupply due to Covid-19 stabilisation of the newly launched PPC Business to TCPL, making it one of our
pandemic outbreak key strategic customers. We focus on
providing them world-class service and
value to establish deep relationship with
them for maximising mutual value

Picture Credit: Abbot Logistic Group

47
Progressing steadily on execution Agreement through Q4 FY 2021-22, Strategies
of Pragati Project involving a CAPEX ensuring labour stability Grow volume of current products and
spread for debottlenecking and Growth in daily manufacturing as strengthen leadership through:
brownfield expansion of our existing a result of debottlenecking and Debottlenecking, brownfield expansions
capacities of various products. Capex maintenance efforts and maintenance of existing capacities
for debottlenecking of Salt and Bromine
capacities has been completed TCE Operational interventions, cost
The expansion of salt production is optimisation and investment in
Initiated building UK’s first major carbon
underway and envisages an additional technologies and continuous
capture and usage plant (CCU) at our
100Kt production in FY 2020-21 improvement
CHP operation
Initiated a Climate Change Risk Portfolio choices to enhance value,
Invested in a new power plant for salt
Assessment to combat and increase improve efficiency and margins
operation with likely operationalisation
resilience to climate change issues. Exploring adjacencies and forward
in 2020
We plan to use SBTi methodology and integrating across soda ash, chlorine and
adopting alternate energy solutions, Continued utilising electrical generation
salt value chains
carbon capture, energy efficiency and capacity to enable the decarbonisation
of the UK National Grid and support Identifying white spaces and value
other programmes to achieve the accretive products where we can
ambitious absolute carbon reduction intermittency challenges
leverage our core competencies
targets
Read more Use technology to drive operational
Pg 103-109 efficiencies through predictive operating
TCNA
Management Discussion and Analysis for more controls in main plants and automation
Acquired remaining 25% stake in TCSAP information on our operational performance of customer engagement cum analytics
from our minority interest partner
Develop our strong export capability in
(Owens-Illinois) for US$ 195 million
high-grade and high-end applications
Renewed Union Collective Bargaining

Expanding and investing in


value-accretive cement portfolio
As a step towards circular economy, we established our cement production facility in
1993 to utilise the solid waste generated in the manufacturing of Soda Ash and to realise
value from it. Our strategic direction in the business has been to continuously add value
to products to meet customer requirements. Subsequently, we expanded our portfolio to
Masonry cement, a niche and unique product and OPC cement with high
one-day strength.
Continuing this journey forward, we expanded our product offering by launching Tata
Shudh PPC Cement in response to the changing customer expectations for blended
cements. Made of high-quality fly ash, this cement can be used for all construction
applications. With this, our cement portfolio cuts across wide application segments and
offers widest range in construction in our core markets of Saurashtra and Kutch.
With rising demand, our PPC cement is gaining increasing acceptability due to its quality
and versality. To serve this growing demand, we have planned to further augment our
production capacity by 0.3 MMT by FY 2021-22.

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Empowering customers customers. It powers our global chemical


operations and remains at the forefront of
with ChemConnect redefining customer experience. Its success
ChemConnect is our cloud-based web can be gauged from the fact that more than
application, providing real-time access 99% of orders are effortlessly booked by our
and services on the go. A one-stop shop channel customers through it.
solution, it makes available information and
data, facilitates transaction tracking and We continue to add more features to make
eases conducting business through facilities the application more robust. During the
like order booking, MIS, banking, balance year, we completely stabilised customer
confirmation, complaint management etc. empowerment and business transparency.
We also added online channel finance
Launched initially in the B2B context of facility through banks for instant low-cost
Indian Chemical operations, ChemConnect finance which has been well received by
today helps serve our customers (business channel partners. It will be instrumental in
partners) and goes right upto the next tier growing theirs as well as our business.
of our customers’ customers i.e. the end

Over 99% of
orders are
effortlessly
booked by
our channel
customers using
ChemConnect

49
TCNA advances energy
efficiency and sustainability
Two legacy pulverised coal fired boilers at TCNA, the largest consuming unit that generate
most steam to run the facility and generate power, became inefficient. Further, the soot
blower cleaning devices in their Ljungström Air Heaters (LAH) were severely clogged with
fly ash, restricting the heat transfer and non-utilisation of waste heat which instead rose
up the stack. TCNA invested in replacing the LAHs of both these boilers to improve their
efficiency and operation. It resulted in the stack temperatures declining from 390oF to
325oF and hence 14,000 tonnes / year of lower coal usage translating into ~US$ 700,000
annual savings. Additionally, it enabled boilers to operate at full production and curbed
SO2 emissions by 187 tonnes per year.

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TCE aspires to be the world’s lowest carbon


footprint sodium bicarbonate producers
From 2021, Tata Chemicals Europe will be making one of the lowest
carbon footprint sodium bicarbonate and sodium carbonate
products in the world by investing in a carbon capture and utilisation
(CCU) technology.
The CCU plant will capture CO2 from the flue gases emitted from its
combined heat and power plant (CHP) and transform it into a key raw
material for manufacturing sodium bicarbonate, thereby reducing
emissions. It will be capable of capturing up to 40,000 tonnes per
year of CO2 i.e. ~10% of TCE’s carbon emissions at the CHP plant. It
will support the annual manufacture of over 120,000 tonnes of high
purity sodium bicarbonate used in haemodialysis, pharmaceuticals,
food, animal feed and many other applications.
The project could pave the way for other industrial applications of
CO2 capture and is an important step in decarbonising industrial
activity. The TCE CCU plant will play a major role in supporting
the Government’s recently announced target of net zero carbon
emissions by 2050.

Our revenue growth will see


good trajectory as we keep
commissioning our capex
projects.
We would also continue
our journey on the path of
pioneering and providing
thought leadership through
introducing first-in-the-market
products and services that
provide unique solutions
and value to our customers.
Introduction of sodium
bicarbonate brands addressing
targeted segments, online
ChemConnect to the second-
tier customers, instant channel
finance through ChemConnect,
bulk supplies, introduction
bulkers etc. are steps towards
this journey

Shohab Rais
COO - India Chemical Business

51
Serving farmers through Science
Rallis leverages its experience and strong domain
knowledge in agri-sciences to develop products and
provide technology-led agronomy services that help
farmers increase their yield and contribute to India’s
agricultural economy aimed at food security and
Agri Sciences nutrition need of growing population and addressing
societal concerns on sustainable agriculture.

Business overview
Rallis develops and manufactures a wide range of products and solutions including seeds, crop protection solutions and Specialty
Nutrient solutions to improve farm productivity. It aims to accelerate farmers’ prosperity by intervening in each stage of the crop cycle
and offering advanced technology-led agronomy services. Its international business deals with active ingredients and its formulation
and contract manufacturing.
Rallis sustainable performances reflects its longstanding association with Indian farmers, trade channel and international customers and
its ability in developing and delivering innovative solutions for chosen areas of business.

Product portfolio
Domestic business International business
Seeds, Crop Protection formulations and Crop Protection Active Ingredients
Specialty Nutrients and its formulation and Contract
Manufacturing
End user segments
Farmers End user segments
Global agro chemical companies

Competitive advantage

1 2 3
Leadership Scale, reach and Innovative products
One of India’s leading crop operational excellence Safe, superior and sustainable
care companies with growing Large state-of-the-art products and solutions across
international business manufacturing capacity with the agricultural value chain
Serving 5 million plus ongoing capex In-house R&D and association
farmers across 80% of India’s Extensive dealer and retail with global innovators
districts reach

4 5
Low-cost Robust technology
manufacturing Advanced technology
Contract manufacturer solutions for predictive
of relevant chemicals to advisory service
global companies Analytics-based planning on
Affordability to farmers data resources

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Value Chain

Research & development Raw material sourcing, processing Distribution and logistics Farmer support services
We have proven and manufacturing We reach 80% of districts We have initiated services
capabilities and strong We procure quality raw materials from in the country through our using digital technology
R&D and execution long-term suppliers and process them at our strong network of dealers to enable farmers to
capabilities. We leverage own plants to manufacture products using and retailers to take our access timely information
our expertise in science to optimal resources. We also engage with innovative offerings to the on weather, market prices
develop superior, viable organisers and grower farmers in production farmers. and crop environment.
and environmentally of Hybrid Seeds which are further processed
sustainable products. & packed at seed processing plants.

Read more in Management Discussion and Analysis for more


Pg 109-110 information on our operational performance

Rallis celebrates farmer’s success with Zygant and Ayaan


Rallis introduced two new brands for Rallis marketing team took the challenge from centre of plot) was selected in both
Paddy farmers – Zygant and Ayaan. of establishing their value proposition comparative plots and panicles were
Zygant delivers excellent stem borer among farmers with ‘Harvestivals’ harvested and total number of panicle
control and root growth which helps in marketing initiative. and hills were counted. 10 panicles
early crop establishment, profuse tillering were selected at random from both the
As progressive farmers commonly use
for additional yield and lush green plots to measure their length, grains per
both granule insecticide like Zygant and
canopy growth. Ayaan is an excellent panicle, grain colour, weight, no. of chaffy
Strobilurin fungicide like Ayaan in their
combination Fungicide to prevent grains and finally thresh the grains of all
paddy field, farmers were selected from
disease. It induces uniform panicle panicles and weigh it.
across states. Both Rallis and popular
emergence for grain filling and colour.
MNC brands were used at adjacent The result: The Rallis team got exciting
It also influences the flag leaf to remain
fields and plots were well maintained till feedback from these Harvestivals. The
green and erect longer for additional and
harvesting time. farmers were happy and satisfied with its
good quality harvest. Both are completely
results. Several farmers got 4-5 Quintal
safe for environment and user-friendly. Post this, field days were organised at
of additional yield and excellent Paddy
farmers’ fields to determine results. A 1x1
grain quality.
meter size area (3 locations randomly

53
Nurturing food technology for healthy living
Global markets are witnessing a growing base of
discerning and lifestyle-conscious consumers who are
increasingly demanding food and supplements that
balance functionalities (naturalness, safety and nutrition)
and positive eating experience. We are striving to deliver
Nutritional on this with our rich knowledge in fermentation, food
Sciences technology and biogenomics.

Competitive advantage Business overview We are among the few prebiotics

1
We offer nature-inspired and science- manufacturers following the whole-
Expertise backed ingredient and formulation cell fermentation route, using in-house
In human nutrition and solutions, marketed under the brand Tata developed patented technology. Our
microbiome NQ, catering to human and animal health. operation is supported by a multi-
Our flagship product lines – FOSSENCE® disciplinary team of scientists working
In fermentation technology
and GOSSENCE® – are prebiotic dietary on microbiome science (the core science
that enables production
fibres that promote gut microbiome platform) and fermentation technology (the
using whole cell route,
opening opportunities growth for better digestive and manufacturing platform) as well as state-
in other human nutrition immune health. of-the-art manufacturing facilities. We hold
segments, using the numerous publications and patents.
biosynthesis route

2
Product portfolio
Strong partnerships
With Indian and global
academic institutions and
research bodies to further gut
microbiota knowledge and the
Fructo oligosaccharide (FOS) Glacto oligosaccharide (GOS)
effects of its modulation on Segment Segment
human health. Prebiotics Prebiotics

3
Customers Customers
Leading efforts B2B: Wellness food and beverage B2B: Infant and dairy food
In Bio-informatics usage (F&B), nutraceutical formulations, companies
in human gut microbiota and animal feed companies
with development of
accurate predictive models
of microbiome response to
interventions.

4
Robust application
support
Enabling close co-ordination
with customers on new
product development
(NPD) projects and deep
understanding of their
requirements.

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Value Chain
Raw material (RM) sourcing Packaging and logistics
Sugar (primary RM) for FOS Four variants of product
and Lactose (primary RM) for are packed across various
GOS are sourced in bulk from stock-keeping units as per
global suppliers at international customer requirement
price parity and end-use applications

Cultures of Downstream processing Marketing


micro-organism strains Sugar/lactose solution Products are distributed
For bio-conversion, we rely is fermented using the globally either directly
on our patented micro- patented cultures to produce (for large key accounts) or
organism strains developed at oligosaccharides of fructose through channel partners
Innovation Centre, Pune. These with DP 2-5. This is purified to (for other customers)
are multiplied using sugar and 95% and spray-dried to give
by-product of the conversion FOSSENCE powder
process as medium

Nutrition is the core of our strategy.


Through our ongoing research on the gut microbiome, we are
Advancing human
constantly discovering unique and useful insights which, we believe,
nutrition, re-imagining
provide a holistic approach towards health and nutrition. We will possibilities
continue to offer science-backed solutions and work closely with We have initiated ‘NQ Innovation Day’,
customers to re-imagine the product possibilities. Tata NQ Innovation an industry platform that engages with
Day is one such opportunity platform to interact with customers, customers to expand knowledge on
prebiotics benefits and explore limitless
regulators and opinion leaders to build a cohesive plan to improve
possibilities of prebiotic formulations
the overall health index of the country we wish to serve.
and pass it on to end consumer. In
Rahul Gupta FY 2019-20, three such events were
Business Head - Nutritional Sciences arranged with the participation of 150+
major F&B and Nutraceutical companies
and some notable dignitaries.
Result: Many participant companies have
initiated NPD projects to leverage the
functional and health benefits of FOS.
These include:
Ability to partly replace sugar with zero
GI ingredient
Enhancing sensory feel by masking off-
notes and aftertaste of ingredients
Ability to promote growth of beneficial
bacteria in the gut for weight and
cholesterol management, immunity
maturation, and mineral absorption,
among others

Read more in Management Discussion and Analysis for more


Pg 110-111 information on our operational performance

55
Solutions for better performance
We are leveraging our proprietary knowhow, supported by
R&D efforts by IC, Pune, to deliver high-performance
Material nano-material solutions.
Sciences

Business overview
Product portfolio
We are a leading player in the niche area
HDS Functional Silica of advanced nano-material solutions. With
End-user segments and applications End-user segments and applications growing demand for superior materials
Passenger Car Radial (PCR) and Truck & Technical rubber goods applications like Highly Dispersible Silica (HDS) for
Bus Radial (TBR) high-performance and fuel-efficient
Brands / products
Brands / products TAFOSIL™ green tyres and nano Zinc Oxide (nZnO)
TREADSIL™ for improved anti-fungal, anti-microbial
and UV blocking properties in industrial
and cosmetic applications, this business
Conventional Silica Nano Zinc Oxide (nZnO) caters to an expanding market. A similar
End-user segments and applications End-user segments and applications demand trend for high-performance silica
Tyre and other rubber goods application Cosmetics, paints/coatings, adhesives, products in non-tyre rubber (automotive
Non-rubber food: feed, detergents, oral plastics and baby care products elastomers) and non-rubber applications
care, and agro-chemicals applications (oral care, coatings) provides more growth
Brands / products
Brands / products opportunity.
ZnSpers, Zing C Spl, Zn Coat WD/Znmer
TYSIL™
Read more
TAVERSIL™ Pg 111
in Management Discussion and Analysis for more
information on our operational performance

Lithium-ion cells are one of the most critical next generation chemistries which are
components in an Electric Vehicle (EV); and with under development in the labs and
the Company’s inherent strengths in chemistry, Tata working actively with some of the leading
Chemicals is creating a platform to become a world- global players in the segment.
class provider of cutting-edge and disruptive electro-
With strong capabilities in chemistry, Tata
chemistry solutions for Energy Storage. Apart from
Chemicals has also launched its Lithium-
EVs, there are numerous applications in stationary
Energy storage, in particular for supporting growing number
ion battery recycling operations.

Sciences of renewable energy generation projects. We have a For setting up manufacturing operations in
unique opportunity to build a truly circular economy future, we have invested in a plant site of
around Lithium-ion technology starting from active over 127 acres of land in Dholera, Gujarat.
materials, to cell and battery manufacturing and finally This site can house the manufacturing
to recycling critical materials from used batteries. of actives, cells and batteries, as well as
recycling operations. We have established
We are partnering with leading battery makers in
a Battery Pack Engineering Centre in Pune
the world for contemporary commercial cells, global
in collaboration with Tata Technologies.
R&D labs for next-generation technologies and
Our scientists at the Innovation Centre in
Indian Research Institutes (like ISRO, CSIR-CECRI)
Pune are working on the cell and active
for indigenous development of actives, cells and
manufacturing technologies.
recycling. TCL also has interests in some of the

56 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements

Results at a Glance

`  in crore
Standalone Consolidated
Particulars 2019-20 2018-19* 2019-20 2018-19*

Revenue from continuing operations 2,920.29 3,121.25 10,356.75 10,336.72


EBITDA 718.04 686.64 1,949.17 1,780.46
Profit Before Tax (PBT) after exceptional gain 834.32 860.48 1,248.06 1,437.26
Profit After Tax (PAT) 671.82 630.81 1,028.41 1,162.82
Profit After Tax (PAT) including discontinued operations 6,840.22 854.84 7,228.15 1,386.85
Total Comprehensive Income 6,297.78 1,087.83 6,821.85 1,972.98
Share Capital 254.82 254.82 254.82 254.82
Other Equities 11,722.50 12,110.15 12,642.84 12,086.45
Non Controling Interest - - 763.77 2,914.67
Networth (Shareholders Equity) 11,977.32 12,364.97 13,661.43 15,255.94
Borrowings 14.76 707.92 7,702.37 6,143.43
- Non current 10.41 13.46 3,661.36 4,782.91
- Current - 0.99 1,912.94 352.46
- Current maturities 1
4.35 693.47 2,128.07 1,008.06
Cash and Cash Equivalents (including Deposits with < 12 2,180.91 3,252.47 3,680.54 4,204.53
months maturity & Current Investments)
Capital Employed2 8,284.03 9,434.89 24,704.86 24,316.80
Borrowings / Networth (Shareholders Equity) 0.00 0.06 0.56 0.40
Networth per share (`) 470.15 485.36 506.27 484.43
Earnings Per Share - Basic & Diluted (`) 268.50 33.56 275.02 45.38
Dividend per share paid (proposed for FY 2019-20) [`] 11.00 12.50 11.00 12.50
No. of Shares 25,47,56,278 25,47,56,278 25,47,56,278 25,47,56,278

* Previous year figures have been recast/restated.


Notes:
1. Current Maturities includes Lease Liabilities
2. Capital Employed = Total Assets less Total Current Liabilities plus Current Borrowings plus Current Maturities from Non Current Borrowings and Lease
Liabilities less Investment in Subsidiaries (Other than Rallis India Limited)

57
Board‘s Report

TO THE MEMBERS OF TATA CHEMICALS LIMITED


The Directors hereby present their Eighty-First Annual Report on the performance of the Company together with the Audited Financial
Statements for the Financial Year (‘FY’) ended March 31, 2020.

Financial Results
` in crore
Standalone Consolidated
Particulars Year ended Year ended Year ended Year ended
March 31, 2020 March 31, 2019* March 31, 2020 March 31, 2019*
Revenue from continuing operations 2,920.29 3,121.25 10,356.75 10,336.72
Profit before depreciation and finance costs 1,027.19 1,086.96 2,260.29 2,189.92
Depreciation and amortisation expense 149.50 140.34 666.47 568.50
Profit before finance costs 877.69 946.62 1,593.82 1,621.42
Finance costs 43.37 86.14 341.91 353.70
Profit before exceptional items 834.32 860.48 1,251.91 1,267.72
Exceptional gain (net) - - - 70.33
Profit before share of profit of joint ventures and tax 834.32 860.48 1,251.91 1,338.05
Share of profit of joint ventures - - (3.85) 99.21
Profit before tax 834.32 860.48 1,248.06 1,437.26
Tax expense 162.50 229.67 219.65 274.44
Profit from continuing operations after tax 671.82 630.81 1,028.41 1,162.82
Profit from discontinued operations after tax 6,168.40 224.03 6,199.74 224.03
Profit for the year 6,840.22 854.84 7,228.15 1,386.85
Attributable to:
- Equity shareholders of the Company 6,840.22 854.84 7,006.33 1,155.91
- Non-controlling interests - - 221.82 230.94
Other comprehensive income (‘OCI’) (542.44) 232.99 (406.30) 586.13
Total comprehensive income 6,297.78 1,087.83 6,821.85 1,972.98
Balance in Retained earnings at the beginning of the year 5,742.38 6,435.12 5,192.86 4,626.08
Changes on account of merger - (877.97) - -
Profit for the year (attributable to equity shareholders of the Company) 6,840.22 854.84 7,006.33 1,155.91
Remeasurement of defined employee benefit plans (37.59) (1.93) (26.97) 82.14
Transition impact of Ind AS 116 (0.21) - (14.95) -
Transfer from OCI - sale of non-current investment - 2.98 - 4.39
Dividends including tax on dividend (378.90) (670.66) (383.89) (675.66)
Deemed dividend on demerger (6,307.97) - (6,307.97) -
Refund of tax on dividend 1.65 - 1.65 -
Acquisition of non-controlling interests - - 718.30 -
Others - - 0.44 -
Balance in Retained earnings at the end of the year 5,859.58 5,742.38 6,185.80 5,192.86
* Previous year figures have been recast/restated.

58 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Board's Report

Dividend of State Governments, providing sodium hydrochloride, hand


For FY 2019-20, the Board of Directors has recommended a dividend sanitizers, medical infrastructure, supply of dry ration, driver kit,
of `  11.00 per share i.e. 110% (previous year ` 12.50 per share hygiene kit, distribution of masks, awareness drives, etc. In addition
i.e. 125%) on the Ordinary Shares of the Company. If declared by the to this, voluntary contributions by the Company as well as its
Members at the ensuing Annual General Meeting (‘AGM’), the total employees were also made to the Tata Community Initiatives Trust
dividend outgo during FY 2020-21 would amount to `  280.23 crore for contribution towards the said purpose.  
(previous year ` 378.90 crore including dividend distribution tax).
In view of the outbreak of the pandemic, the Company undertook
Dividend Distribution Policy timely and essential measures to ensure the safety and well-being
of all its employees at all its plant locations, various branch offices
In accordance with Regulation 43A of the Listing Regulations,
and the head office. The Company observed all the government
the Board of Directors of the Company has adopted a Dividend
advisories and guidelines thoroughly and in good faith.
Distribution Policy (‘Policy’) which endeavours for fairness,
consistency and sustainability while distributing profits to Demerger of the Consumer Products Business
the shareholders. The Policy is attached to this Report as
With a view to enable the Company to focus on its Basic Chemistry
Annexure 1 and same is available on the Company’s website at
and Specialty Products Business and to integrate the Consumer
https://www.tatachemicals.com/DividendDistPolicy.htm.
Products Business activities undertaken by both, the Company
Covid-19 pandemic and Tata Consumer Products Limited (formerly known as Tata
Global Beverages Limited), under a single entity, the Board of
The Covid-19 pandemic is the defining global health crisis of our
Directors of the Company at its Meeting held on May 15, 2019
time and is spreading very fast across the continents. But it is much
approved the Scheme of Arrangement amongst Tata Consumer
more than a health crisis and is having an unprecedented impact
Products Limited (‘TCPL’) and the Company and their respective
on people and economies worldwide.
shareholders and creditors (‘the Scheme’) for the demerger of the
Consumer Products Business of the Company (‘CPB’) to TCPL. The
The Company is taking all necessary measures in terms of mitigating
CPB consisted of the business of sourcing, packaging, marketing,
the impact of the challenges being faced in the business. Though
distribution and sales of (i) vacuum evaporated edible common
the long-term directional priorities of the Company remain firm,
salt for human consumption, (ii) spices, (iii) protein foods and (iv)
in light of Covid-19 and its expected impact on the operating
certain other food and other products.
environment, the key priorities of the Company would be to closely
monitor supply chain, conserve cash and control fixed costs, while Pursuant to the Order dated September 11, 2019 passed by the
continuing to invest in some of the growth areas. During this Hon’ble National Company Law Tribunal (‘NCLT’), Mumbai Bench,
period, the Company has also initiated digital interventions to and in terms of Sections 230 to 232 of the Companies Act, 2013
honour its commitment to suppliers and partners. read with the Companies (Compromises, Arrangements and
Amalgamations) Rules, 2016, the Members of the Company at a
The Ministry of Home Affairs, Government of India on duly convened meeting held on October 30, 2019 approved the
March 24, 2020 notified the first ever nationwide lockdown in Scheme by a requisite majority. Thereafter, the NCLT, Mumbai
India to contain the outbreak of Covid-19. Towards the end of Bench and Kolkata Bench, vide their respective Orders dated
the quarter ended March 2020, the operations were disrupted at January 10, 2020 and January 8, 2020, sanctioned the Scheme.
certain manufacturing facilities of the Company. The manufacturing The Scheme became effective on February 7, 2020 upon filing of
operations at Mithapur (Gujarat) for the production of soda ash and the certified copies of the Orders of NCLT sanctioning the Scheme
cement were scaled down temporarily. Inspite of such scale down, with the respective jurisdictional Registrar of Companies. Pursuant
the Company took efforts to ensure normalcy in the production to the Scheme becoming effective, CPB is demerged from the
and movements of Tata Salt and sodium bicarbonate which are Company and transferred to and vested in TCPL with effect from
essential inputs for food and pharma products. The plants located April 1, 2019 i.e. the Appointed Date. Accordingly, the operations
at Mambattu, Nellore (Andhra Pradesh) and Sriperumbudur of CPB have been classified as discontinued operations. Further,
(Tamil Nadu) producing Fructooligosaccharide (‘FOS’) and Cuddalore Members may refer to note 34 of the Standalone Audited Financial
(Tamil Nadu) producing Silica resumed operations towards the end Statements for the impact on the Financial Statements pertaining
of April 2020 after a shutdown for around four weeks. to the Scheme.

The Company has taken various initiatives towards financial, In accordance with the provisions of the Scheme, shareholders of
medical and community support in the fight against Covid-19 Tata Chemicals Limited holding 100 shares of ` 10 each as on the
pandemic. This included financial support towards the relief funds Record Date i.e. March 5, 2020, were allotted 114 Equity Shares of

59
` 1 each of Tata Consumer Products Limited, which are listed on increased from ` 1,780.46 crore in FY 2018-19 to ` 1,949.17 crore
BSE Limited, the National Stock Exchange of India Limited and the in FY 2019-20, an increase of 9%. Profit before tax from Continuing
Calcutta Stock Exchange Limited. Operations decreased from ` 1,437.26 crore in FY 2018-19 to
` 1,248.06 crore in FY 2019-20, decrease of 13%. Profit after tax
Merger of Bio Energy Venture-1 (Mauritius) Pvt. from Continuing Operations decreased from ` 1,162.82 crore in
Ltd. FY 2018-19 to ` 1,028.41 crore in FY 2019-20, decrease of 12%.
The Board of Directors of the Company at its Meeting held on Profit for the year (Continuing Operations and Discontinued
March 22, 2019 approved the Scheme of Merger by Absorption Operations) increased from ` 1,386.85 crore in FY 2018-19 to
between the Company and Bio Energy Venture-1 (Mauritius) ` 7,228.15 crore in FY 2019-20 (includes exceptional post-tax gain
Pvt. Ltd. (‘Bio-1’), a wholly owned subsidiary of the Company of ` 6,168.40 crore relating to Discontinued Operations). Profit
(‘Scheme’). The NCLT, Mumbai Bench, on April 23, 2020, sanctioned for the year attributable to equity shareholders of the Company
the Scheme, with the Appointed Date of April 1, 2019. The Scheme increased from ` 1,155.91 crore in FY 2018-19 to ` 7,006.33 crore in
FY 2019-20 (includes exceptional post-tax gain of ` 6,168.40 crore
is subject to the approval of the regulatory authorities at Mauritius.
relating to Discontinued Operations).
In accordance with Ind AS 103, the Financial Statements of the
Company for the previous periods have been restated with effect Business Segments
from April 1, 2018, being the earliest period presented. Further, In view of the demerger of CPB, the Company now has two
the impact of merger of Bio-1 on the Financial Statements of the business segments: (i) Basic Chemistry Products and (ii) Specialty
Company as on March 31, 2020 is immaterial. Products.

Transfer to Reserves 1. Basic Chemistry Products


The Board of Directors has decided to retain the entire amount of 1.1 India Operations
profits for FY 2019-20 in the Retained Earnings.
For FY 2019-20, revenues from the Basic Chemistry Products
business dropped by 7.65% to ` 2,836.91 crore as against
Deposits from Public
` 3,071.92 crore in the previous year. Profit before tax (PBT)
The Company has not accepted any deposits from public and as for FY 2019-20 was ` 819.20 crore as against ` 762.48 crore in
such, no amount on account of principal or interest on deposits the previous year, which is higher by 7.44%.
from public was outstanding as on the date of the Balance Sheet.
In FY 2019-20, despite economic headwinds, Indian
Performance Review & State of Company’s Affairs Chemicals operations achieved noteworthy performance.
Standalone: The economic slowdown which had begun at the beginning
The Standalone revenue from Continuing Operations was of the year exacerbated with the unfortunate outbreak
`  2,920.29 crore for FY 2019-20 as against ` 3,121.25 crore for of the Covid-19 pandemic in India and around the globe.
FY 2018-19, down by 6%. Earnings before interest, tax, depreciation However, the demand for salt and its volumes were not
and amortisation (‘EBITDA’) from Continuing Operations increased affected and continued its growth journey. The extended
from `  686.64 crore in FY 2018-19 to `  718.04 crore in FY 2019-20, monsoon and consequent flooding in FY 2019-20 affected
an increase of 5%. Profit before tax from Continuing Operations the salt production and kept the detergent demand muted.
decreased from `  860.48 crore in FY 2018-19 to `  834.32 crore Increase in volume from domestic and imports amidst
in FY 2019-20, decrease of 3%. Profit after tax from Continuing slowing demand from end segments led to a little overhang
Operations increased from `   630.81 crore in FY 2018-19 to in the market and put pressure on prices. Profitability was
`  671.82 crore in FY 2019-20, an increase of 7%. Profit for the year maintained as lower realisation on sales was supported by
(Continuing Operations and Discontinued Operations) increased savings in fuel costs, specific raw material consumption and
from `  854.84 crore in FY 2018-19 to `  6,840.22 crore in FY 2019-20 relentless focus on cost and operational excellence.
(includes exceptional post-tax gain of `  6,168.40 crore relating to The Company achieved record production volume for salt
Discontinued Operations). and sodium bicarbonate. Domestic sales of soda ash were
under pressure due to the muted demand scenario which
Consolidated: resulted in a marginal drop in sales volume compared to the
The Consolidated revenue from Continuing Operations was previous year. Cement production and sales were affected
` 10,356.75 crore for FY 2019-20 as against ` 10,336.72 crore for due to market demand and maintenance issues of the
FY 2018-19, up by 0.2%. EBITDA from Continuing Operations cement mill motor.

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1.1.1 Soda Ash 1.1.4 Caustic Soda and Marine Chemicals


In FY 2019-20, the domestic soda ash market remained The caustic soda production and sales were low during
almost flat compared to the previous year’s growth of FY 2019-20 as compared to the previous year. Caustic soda
about 3%. The soda ash market was largely oversupplied market witnessed strong competition and lower prices due
with increased imports and higher availability coming from to oversupply. Bromine production was impacted due to
domestic manufacturers. Higher production through most of extended monsoons and the resultant dilution of bittern, the
the year and lower demand from key consuming industries key raw material used in the manufacturing of bromine. It
led to increase in the pipeline inventories. The production was lower by 13% at 2,120 MT during FY 2019-20. Though
volume of soda ash at Mithapur was marginally lower by 3% this resulted in lower sales at 2,095 MT, the profitability
and the sales volume declined by 9% over the previous year was maintained due to better market prices and improved
to 6.34 lakh Metric Tonne (MT). During the year, the Company realisation.
increased the availability of the product to customers
through imports from its subsidiaries viz. Tata Chemicals 1.1.5 Cement
North America Inc. and Tata Chemicals Magadi Limited to
During FY 2019-20, the sales of cement and clinker were
fulfill the requirements of the domestic market.
marginally lower by 2% at 3.95 lakh MT, while the production
volumes were lower by 11% at 3.62 lakh MT, in comparison
1.1.2 Sodium Bicarbonate
with the previous year. Higher acceptability and deeper
Sodium bicarbonate volumes maintained a robust growth of penetration of the newly launched Ordinary Portland Cement
7% in FY 2019-20 over the previous year. The demand was (‘OPC’), with an additional value proposition of high one-
adequately supported with improved availability in domestic day strength along with volume stabilisation of the newly
supplies. Overall demand and supplies were balanced launched Portland Pozzolana Cement (‘PPC’) improved the
during the year. The Company maintained its volumes realisation from the cement business. Though the Gujarat
and value growth of sodium bicarbonate in line with the cement market saw an overall decline of 9% in demand, the
strategy of continuously increasing value proposition improvement in the prices kept the revenues intact.
through differentiation and focus on bicarb brands that
are customised and targeted towards consuming sectors.
1.2 Overseas Operations
Sodium bicarbonate production and sales registered levels
of 1.13 lakh MT and 1.09 lakh MT respectively. 1.2.1 Tata Chemicals North America Inc.
During the year under review, Valley Holdings Inc., a step-
The sales of sodium bicarbonate brands registered a down wholly-owned subsidiary of the Company, has acquired
record 23% volume growth. With the growth in food and the remaining 25% partnership interest in Tata Chemicals
feed segments, the Company’s ‘Sodakarb’ and ‘Alkakarb’ (Soda Ash) Partners Holdings from The Andover Group, Inc.,
brands gained further traction and are well established and a subsidiary of Owens-Illinois Inc. for US$ 195 million. With
‘Medikarb’, the pharma-grade sodium bicarbonate brand has this acquisition, the Company, through its subsidiaries in the
increased its penetration during the year. United States, has increased its ownership in Tata Chemicals
(Soda Ash) Partners, the soda ash producing entity, to 100%.
1.1.3 Salt
During the year under review, the Company entered into a The production volumes at Tata Chemicals North America
Long Term Supply Agreement (‘LTSA’) with TCPL for supply of Inc. (‘TCNA’) were higher by 3.4% as compared to the previous
vacuum evaporated edible salt as a take or pay arrangement year, mainly on account of improved efficiency in the
for an initial period of 25 years, with an option to extend plant resulting from significant investment in maintenance
further on mutual agreement. The LTSA provides a Minimum projects. There is a short-term oversupply of soda ash
Offtake volume, which factors the expected salt business worldwide that has reduced current demand, in addition to
volumes. In case of shortfall in offtake, TCPL shall suitably the impact of the Covid-19 pandemic, which has resulted
compensate the Company and in case of shortfall in supply, in a reduction of production volumes in the latter part of
the Company shall suitably compensate TCPL. TCPL is now the financial year to largely match sales demand. Production
one of the Company’s key strategic customers. The Company volumes in FY 2020-21 will again need to be scaled to match
recorded the highest production of salt at 10.78 lakh MT sales demand which is expected to decline by 5% to 10% in
during the year compared to the previous year high of 10.68 comparison with FY 2019-20, consistent with projected GDP
lakh MT. regression in the primary markets.

61
During FY 2019-20, sales volumes were essentially flat as home market of UK increased, the company also witnessed
compared to the previous year (up by 0.60%). Inspite of a strong demand from the exports markets, especially from
increased production levels, a temporary over-supply of soda Europe.
ash worldwide, compounded by the Covid-19 pandemic,
resulted in the unusual position of not being able to sell The combined heat and power facility at Winnington
the entire product produced during this period. Due to performed well throughout the year, helped by the
the slightly higher sales volume, TCNA posted revenue of reinstatement of capacity market payments which had been
US$ 480.00 million (` 3,402.14 crore) for the year ended unexpectedly withdrawn part way through FY 2018-19.
March 31, 2020 as compared to US$ 481.60 million (` 3,366.19 In the Salt business, sales volumes were steady through the
crore) in the previous year, inspite of slightly lower American
year, but with a better mix towards higher margin products.
Natural Soda Ash Corporation (ANSAC) pricing and a market
mix reflecting an increased supply to lower priced export EBITDA for FY 2019-20 for the UK Operations was £21.2 million
markets relative to the US. (` 191.08 crore) as against £14.5 million (`  133.02 crore) for
FY 2018-19. The profit after tax for FY 2019-20 was £1.1 million
For FY 2019-20, EBITDA at TCNA was US$ 104.80 million (` 9.91 crore) as against loss after tax of £4.2 million (`  38.53
(` 742.80 crore) against US$ 97.90 million (` 684.28 crore) crore) for FY 2018-19.
in the previous year due to improved production, reduced
selling, general & administration (SG&A) costs resulting 1.2.3 Tata Chemicals Magadi Limited
from realising nearly a full year’s benefit of relocating the
During the year under review, the production volumes at
corporate offices from New Jersey to Utah and a new US
Tata Chemicals Magadi Limited (‘TCML’) were lower by 9%
GAAP accounting standard that changed the accounting
and sales volumes were lower by 12% against the previous
for operating leases, treating those costs as depreciation as
year.
against operating expenses in prior years. These favourable
impacts more than offset increased spending on plant costs, TCML achieved total sales of US$ 67.89 million (` 481.19
particularly in maintenance and labour. crore) for FY 2019-20 as against the sales of US$ 73.79 million
(` 515.76 crore) in the previous year, a decrease of 8%.
Profit before tax and profit after tax and non-controlling
interest for FY 2019-20 were at US$ 64.15 million (` 454.68 For FY 2019-20, TCML registered an EBIDTA of US$ 8.34 million
crore) and US$ 35.96 million (` 251.35 crore) respectively (` 59.11 crore) as against the EBIDTA of US$ 9.87 million
against US$ 82.30 million (` 575.24 crore) and US$ 54.60 (` 68.99 crore) in the previous year, lower by 16%. Decline
million (` 381.63 crore) respectively in the previous year, in EBIDTA was on account of lower sales volume and higher
which included a one-time unusual gain of US$ 16.43 million rail haulage charges. Fixed cost was lower than previous year.
(` 114.86 crore) from writing back, upon dismissal by a court,
a liability acquired with the purchase of the company in TCML made a net loss of  US$ 0.13 million (` 0.92 crore) as
2008. against the net profit of US$ 2.66 million (` 18.59 crore) in
the previous year due to higher finance costs (rising
1.2.2 TCE Group Limited and British Salt Limited LIBOR), foreign exchange loss due to weakening of Kenya
TCE Group Limited’s business consists of Soda Ash, Sodium Shilling to US Dollar, fuel hedge swaps loss and other
Bicarbonate and Energy units and British Salt Limited costs.
manufactures and sells food grade and industrial salt.
The county government had issued a demand during
Together, they are referred as UK Operations of the Company.
FY 2018-19 for an arbitrary increase in land rates which
was subsequently struck down by the Hon’ble High Court.
The turnover of the UK Operations for FY 2019-20 was £148.5
The Hon’ble High Court had suggested for a mediation
million (` 1,338.43 crore) against £157.9 million (`  1,448.79
which TCML had duly submitted to. Nevertheless, TCML
crore) in the previous year. The reduction was mainly due
has filed an appeal for reconsideration of the other issues
to the planned reduction in sales of low margin, imported
raised in the petition before the Hon’ble High Court
soda ash and a reduction in the price of electricity sold to the
while the appeal is pending. TCML is still open to work
national grid.
with the appropriate national authorities and the county
Sodium bicardonate sales were strong throughout the year, government to arrive at a fair, transparent and appropriate
especially from the Winnington plant. While demand in the resolution through legal means.

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1.2.4 Tata Chemicals International Pte. Limited The driver of growth has segments like Stem Borer, BPH,
The primary activities of Tata Chemicals International Pte. Thrips and lepidopteran insects.
Limited (‘TCIPL’), a wholly owned subsidiary of the Company,
constitutes trading, procurement and holding investments In the Fungicides category, Rallis registered 9% top line
in overseas subsidiaries. TCIPL engages in trading of soda revenue growth and major contributors included brands
ash in South East Asia, Middle East and India, trading of like Ayaan, Sarthak, Contaf Plus, Taqat and Master. The
agro chemicals, and also manages procurement of some key segments where Fungicide portfolio registered good
raw materials. TCIPL is also exploring opportunities in allied growth were grain shine segment of Paddy, Blight and
products in these markets. Anthracnose of Chilli and Downey Mildew and Powdery
Mildew of Grapes. Rallis introduced two new products
For FY 2019-20, TCIPL’s revenue was US$ 165.74 million - Ayaan (Paddy-Sheathblight/Grain shine) and Sarthak
(` 1,174.73 crore) as against US$ 118.07 million (` 825.26 (Chilli and vegetables).
crore) and the other income representing dividend from its
wholly owned subsidiaries was US$ 21.90 million (` 155.22 Rallis introduced two new herbicides namely Trimbo
crore) as against US$ 18.40 million (` 128.61 crore) for the in maize and Impeder in wheat crop to strengthen
previous year. For FY 2019-20, the profit after tax was US$ its herbicide portfolio. With a strong presence in pre-
13.91 million (` 98.59 crore) as against US$ 1.24 million emergent segment and crops like sugarcane and paddy,
(` 8.67 crore) for FY 2018-19. the herbicide portfolio registered a growth at 7% over the
previous year.
2. Specialty Products
2.1 Agri Sciences (Rallis India Limited) During the year, the International business of Rallis
During the year under review, Rallis India Limited, listed achieved a revenue growth of 11% over the previous year
subsidiary of the Company (‘Rallis’), achieved a consolidated at ` 721 crore as against ` 650 crore during FY 2018-19.
revenue from operations of ` 2,251.82 crore compared to Significant growth was recorded in North America, Latin
` 1,983.96 crore in the previous year, an increase of 13.5%. Net America particularly in Brazil and USA. The business also
profit after tax of ` 183.69 crore, higher by 18.7% as against a gained 6 new registrations in strategic overseas markets.
net profit after tax of ` 154.78 crore in the previous year. Partnership models with strategic customers that were
adopted during the year helped Rallis in its growth journey
During the year under review, the Domestic business through leveraging each others’ strengths. It continues
of Rallis achieved a revenue of ` 1,167 crore as against its focus on developmental activities in key geographies
` 998 crore during FY 2018-19, an increase of 17%. The in Latin America, South East Asia, Europe and African
Indian crop protection market for insecticides was markets.
projected to witness a growth of approximately 8%
during FY 2019-20. Insecticides remain the most used During the year, Metahelix Life Sciences Limited (‘Metahelix’),
crop protection chemical with around 55% share followed a step-down subsidiary of the Company, merged with Rallis.
by fungicides and herbicides contributing 20% and 18% Accordingly, Metahelix ceased to be a subsidiary of Rallis
share, respectively, of the crop protection market in India. with effect from February 1, 2020 and has been classified
Increase in new pests like fall army worm is driving the as the Seeds division of Rallis. Consequent to the strategy
need for adoption of insecticides in niche crops like maize. of consolidating all seeds sales through Metahelix since the
This, coupled with the increased emphasis on food safety, beginning of the FY 2019-20, the Seeds business was carried
is creating a shift towards the adoption of safer and more out only by Metahelix. During the year under review, the
expensive crop protection chemicals. With good climatic Seeds division of Rallis achieved a revenue of ` 364 crore as
conditions prevailing throughout the major crop seasons against ` 336 crore during FY 2018-19, an increase of 8.3%.
in the country, the usage level of insecticides has been Rallis continued to focus on its cotton business. The scale
low to moderate. Crops such as paddy, cotton, pulses, up of new launches in millet allowed it to regain its position
maize, chilly and vegetables are key contributors for from the setback experienced in the last two years. Vegetable
insecticides market in the country. Rallis introduced two business was restructured as a separate line of business with
new products Zygant (Paddy-Stemborer) and Cameo a dedicated sales and marketing team and Rallis is focussed
(Paddy-BPH) during the year. The key products like Zygant, on driving business growth in future. Additionally, it also
Cameo, Summit, Takumi, Rilon, Tafgor, etc. were the main progressed well in its genetically modified traits development
contributors towards the growth of Rallis in this category. activity in targeted crops.

63
2.2 Nutritional Sciences quality expectations while upholding required safety and
Tata NQ environmental compliance standards.

The nutritional science division of the Company, under the


During FY 2019-20, the Company enhanced its product
brand Tata NQ, offers nature-inspired and science-backed
portfolio in Silica by launching several new grades to cater to
ingredient and formulation solutions catering to human
the needs of different application segments and customers.
and animal health. The flagship product lines of Tata NQ –
The Company also expanded its TAVERSIL range of products
FOSSENCE® and GOSSENCE® are Prebiotic dietary fibres
for non-rubber applications by launching new variants to
that promote the growth of gut microbiome and improve
meet the unique needs of customers manufacturing salt and
digestive & immune health. toothpaste. The Company also customised its TYSIL portfolio
of conventional silica products to meet the varying needs
FY 2019-20 has been a phenomenal year for the nutritional
of tyres and non-tyre rubber goods manufacturers. The
science business, wherein the state-of-the-art greenfield
Company expanded its market reach by strengthening its
Nellore plant in Andhra Pradesh was made operational.
channel partner and distributor network across India to serve
This has substantially increased the production capacity,
customers, in both the rubber and non-rubber segments.
thereby significantly increasing the Company’s capacity to
serve customers across the globe. There has been a wide On the HDS front, the TREADSIL products received customer
acceptance of the product quality from the new plant, and approval from tyre customers that the Company has been
as a result the revenues grew to ` 65.15 crore, while the working with in the past. The Company has also significantly
customer base grew to more than 250 customers. deepened its techno-commercial engagement with leading
tyre companies to ensure ramp-up of commercial supplies
The business had earlier established global distribution of existing products in FY 2020-21 and co-development of
network and initiated customer engagement in South next-gen HDS portfolio to meet the evolving needs of the
East Asia, China and USA. This engagement also started tyre industry. Additionally, the Company launched TAFOSIL,
bearing fruits, with supplies made across South East Asia, its new brand of functionalised silica for high-performance
after product qualification from the new facility. There has non-tyre rubber applications.
been a considerable progress in the qualification process by
global major consumers of FOS and the feedback has been Nano Zinc Oxide
encouraging. The qualification is in progress and is expected
Under the Specialty Products portfolio, the Company has
to be favourably concluded soon.
also entered into the production of Nano Zinc Oxide (‘nZnO’),
which was developed at the Innovation Centre in Pune and
Due to Covid-19 pandemic, many of the customers are likely
finds multiple applications for its anti-microbial, anti-fungus
to put on hold the new product introduction, particularly
and UV blocking properties. The Company collaborated
the Food & Beverage customers, while additional sales
with a customer to harness the anti-microbial and anti-
opportunities are expected from Nutraceuticals companies,
viral properties of nZnO amidst the pandemic. Currently, it
particularly in the area of immunity and gut health. The
is finding use in face masks as an added layer of protection
Company is constantly re-calibrating plans as the situation
against Covid-19. The Company is presently working with
evolves. Paints, Coatings & Adhesives, Plastics & Polymers and
Personal Care & Cosmetics industries to build the portfolio.
2.3 Material Sciences
The Company would be focussing around nano-materials
Silica linked to nano-adhesives and nano formulations aimed at
During FY 2018-19, the Company had successfully completed anti-viral and anti-microbial application.
the acquisition of a precipitated silica plant at Cuddalore,
Tamilnadu marking its entry into the Silica business. 2.4 Energy Sciences
FY 2019-20 turned out to be a critical milestone in the In line with the Company’s strategy to grow its Specialty
growth journey of this new business. Several key initiatives Products Business, the Company is exploring entry into the
related to upgradation of the Cuddalore plant’s infrastructure Lithium-ion battery sector with cell chemistries optimised to
and systems were completed. These initiatives have helped meet Indian applications. The Government of India has been
demonstrate the plant’s ability to produce at its rated promoting the use of Electric Vehicles (‘EV’) in the country
capacity; multiple grades of silica (including HDS for high through incentives, policy changes and own consumption
performance green tyre applications) meeting customer with a view to achieve a major shift to EVs by 2030.

64 I Integrated Annual Report 2019-20


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As initial steps in this direction, the Company intends to finance costs at Tata Chemicals International Pte. Ltd, Singapore
set up pilot plants for Li-ion Batteries, Cathode Actives and and other group companies.
Li-Recycling, primarily for the EV transformation in India.
Through established collaborations with Central Electro Another step-down overseas subsidiary of the Company,
Chemical Research Institute (‘CECRI’), Indian Space Research Tata Chemicals South Africa (Proprietary) Limited paid a dividend
Organisation (‘ISRO’) and Centre for Materials for Electronics equivalent to US$ 1.28 million (FY 2018-19: US$ 1.42 million) during
Technology (‘CMET’), the Company has made its own the year.
indigenous active materials, cylindrical cells and recycled
material from spent Lithium-ion batteries. It has invested in Credit Ratings
a site measuring 127 acres at Dholera, Gujarat, to house its Upon redemption of Non-Convertible Debentures of `  250 crore,
future manufacturing facilities. The Company has also started the related credit rating is not required by the Company. There
its engineering centre at Pune, focussed on e-mobility and being no other change in the credit ratings, the Company as on
stationary applications for the Indian market. It is exploring tie March 31, 2020 had the following credit ratings:
ups with global majors for state-of-the-art cell manufacturing
technologies and also with leading technology startups to – Long Term Corporate Family Rating of Ba1/Stable from
co-develop next chemistries suited for India. Moody’s Investors Service

Finance – Long Term Issuer Default Rating (IDR) of BB+ with Stable
outlook from Fitch Ratings
During the year, the Company continued to pay close attention to
the security and liquidity of its cash surplus investments. Earnings – Long Term bank facilities (fund-based limits) of ` 1,897 crore
from the cash surplus investments during the year amounted to and short term bank facilities (non-fund based limits) of
` 162.20 crore (FY 2018-19: ` 254.41 crore) amid a softening `  2,448 crore are rated at CARE AA+ (Outlook: Stable) and
interest rate scenario and the partial utilisation of the available CARE A1+, respectively, by CARE Ratings
cash pool. The working capital management was given focus
throughout the year. – Commercial Paper of ` 600 crore is rated at CRISIL A1+ by
CRISIL Ratings
In July 2019, 10% Unsecured Non-Convertible Debentures of ` 250
crore were redeemed and repaid in full along with accrued interest As on March 31, 2020, the credit ratings of Tata Chemicals North
on the due date. During October 2019, the Company repaid, upon America, Inc. were as under:
maturity, the final instalment of US$ 63.46 million for the US$ 190
– A Corporate Family Rating and rating on proposed US$ 380
million external commercial borrowings raised during FY 2013-14.
million senior secured term loan & US$ 25 million senior
The gross outstanding balance of subsidy receivables from secured revolving credit facility: Ba3/Stable from Moody’s
the Government of India pertaining to the erstwhile fertilisers Investors Service
business of the Company, as on March 31, 2020 was ` 120.09 crore
– Issuer Credit Ratings of B+/Stable and issue-level rating of ‘BB’
(March 31, 2019: ` 282.45 crore).
on proposed US$ 380 million term loan B & US$ 25 million
revolving credit facility from S&P Global
During the year under review, Valley Holdings, Inc., the US based
subsidiary of the Company, raised an external bridge loan of
Management Discussion and Analysis
US$ 175 million to partly fund the acquisition of the remaining
25% partnership interest in Tata Chemicals (Soda Ash) Partners Pursuant to Regulation 34 of the SEBI (Listing Obligations and
Holdings. Disclosure Requirements) Regulations, 2015 (‘Listing Regulations’),
the Management Discussion and Analysis is presented in a separate
Dividends from subsidiaries/joint ventures section forming part of this Annual Report. As required under the
provisions of the Listing Regulations, the Audit Committee of the
During FY 2019-20, Rallis India Limited, a subsidiary of the Company
Company has reviewed the Management Discussion and Analysis
and IMACID, a joint venture, paid dividends of ` 24.34 crore
report of the Company for the year ended March 31, 2020.
(FY 2018-19: `  24.34 crore) and ` 72.24  crore (FY 2018-19: `  58.43
crore) respectively to the Company. Tata Chemicals North America
Inc., a step-down overseas subsidiary of the Company, paid a Business Responsibility Report
dividend of US$ 30.14 million (FY 2018-19: US$ 20 million), which Pursuant to Regulation 34(2)(f ) of the Listing Regulations,
was used towards the operational requirements and external the Business Responsibility Report initiatives taken from an

65
environmental, social and governance perspective in the The Company has a RMC of the Board in place to oversee the risk
prescribed format is available as a separate section of this Annual management process in the Company. The RMC meets quarterly
Report. to review key strategic and operational risks and assess the status
of mitigation measures. RMC assists the Audit Committee and the
Related Party Transactions Board of Directors in overseeing the Company’s risk management
processes and controls.
The Company has formulated a Policy on Related Party
Transactions and manner of dealing with related party transactions
Some of the risks identified are set out in the Management
which is available on the Company’s website at the link:
Discussion and Analysis which forms part of this Annual Report.
https://www.tatachemicals.com/RPTPolicy.htm.

Corporate Social Responsibility


All related party transactions entered into during FY 2019-20 were
on an arm’s length basis and in the ordinary course of business. The Corporate Social Responsibility (‘CSR’) activities of the Company
No material related party transactions were entered into during are governed by the Corporate Social Responsibility Committee
the financial year by the Company. Accordingly, the disclosure (erstwhile CSR, Safety and Sustainability Committee) of the Board.
of related party transactions as required under Section 134(3)(h) The Corporate Social Responsibility Policy (‘CSR Policy’) approved
by the Board guides in designing CSR activities for improving
of the Act in Form AOC-2 is not applicable to the Company for
quality of life of society and conserving the environment and bio-
FY 2019-20.
diversity in a sustainable manner.
All transactions with related parties were reviewed and approved The Company has adopted a participatory approach in designing
by the Audit Committee. Prior omnibus approval is obtained for need based CSR programmes which are implemented through
related party transactions which are of repetitive nature and entered Tata Chemicals Society for Rural Development (‘TCSRD’), Okhai
in the ordinary course of business and on an arm’s length basis. Centre for Empowerment, Uday Foundation, Ncourage Social
The transactions entered into pursuant to the omnibus approval Enterprise Foundation and in partnership with various government
so granted are reviewed by the internal audit team. Thereafter, a and non-government institutions. The Company carried out its
statement giving details of all related party transactions, entered CSR activities in Gujarat, Uttar Pradesh, West Bengal, Tamil Nadu,
pursuant to omnibus approval so granted, is placed before the Andhra Pradesh, Maharashtra, Madhya Pradesh, North Eastern
Audit Committee on a quarterly basis for its review. states, etc.

The details of the transactions with related parties are provided in The Company has an integrated approach to community
the accompanying Financial Statements. development which helps in touching all aspects of society such
as livelihood, education, health, environment and empowerment
Risk Management Policy of the weaker section of the society especially women, scheduled
caste and scheduled tribes. The Company’s programme framework
The Risk Management Policy of the Company provides the
linked to UN SDGs (Sustainability Development Goals) 1, 2, 3, 4, 5,
framework of Enterprise Risk Management by describing
6, 7, 10, 13, 14, 15 & 17 has the following elements viz. building
mechanisms for the proactive identification and prioritisation
economic capital, ensuring environmental integrity, enablers for
of risks based on the scanning of the external environment
social, economic and environmental development and building
and continuous monitoring of internal risk factors. Analysis of
social capital.
the risks identified is carried out by way of focussed discussion
at the meetings of the empowered Risk Management Group To further our efforts and reach to a larger community, the
(Senior Leadership Team), respective Business level/Subsidiary Company has created two centres of excellence – Centre for
level Committee and Risk Management Committee (‘RMC’) of Sustainable Agriculture & Farm Excellence (C-SAFE) through its
the Board. subsidiary Rallis and Centre for Sustainable Conservation Action
for Protection of Ecosystems of the Seas (C-SCAPES), which focus
The robust governance structure has also helped in the integration on scientific research, piloting models, advocacy, capacity building
of the Enterprise Risk Management process with the Company’s and field implementation through multi stakeholder engagement.
strategy and planning processes where emerging risks are used
as inputs in the strategy and planning process. Identified risks are To create self-sustaining models of development, the Company
used as one of the key inputs in the strategy and business plan. has set up social enterprises, Okhai and Ncourage Social Enterprise
The risk management process has been implemented across Foundation to help in creating livelihood options for the
geographies and businesses. communities.

66 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
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Building economic capital: The Company focusses on poverty programme is the Holistic Nutrition Programme which targets the
alleviation and creating livelihoods, both linked to farm and non- first 1,000 days of a child. Additionally in the neighbourhood, the
farm activities. Company conducts regular health and nutrition camps that also
promote herbal kitchen garden for overall wellness.
Farm based livelihoods: The Company focusses on promoting
livelihood opportunities and enhancing the quality of life of the The education programme focusses on students starting from
rural households dependent on agriculture and allied activities. primary to the post-graduation level. Education support is
The programme has been designed to improve the land and provided for 100% enrolment of children and improving quality of
introduce improved agriculture development initiatives and education through e-library, Learning Enhancement Programme
livestock management systems. The key initiatives include Unnati (LEP), teacher training, scholarships, SNDT (Shreemati Nathibai
and Kasturi programmes. The Kasturi initiative helps in developing Damodar Thackersey Women’s University) Centre, etc.
women farmers in self-leadership, family management and ability
to serve as community catalyst in Agripreneurship. An important intervention is the Company’s effort to promote
clean and safe drinking water and good sanitation. The Company
Non-Farm based livelihoods: The Company encourages and helps to provide clean water through roof rainwater harvesting
helps build functional education and skills necessary for sustainable structures, repair of hand pumps, supporting households with
socio-economic development of individuals. The Company water purifier systems through Samridhhi and Swachh Tarang
also runs skill development programmes in different locations Project.
to train unemployed youths to facilitate in their employment or
entrepreneurial development. The Company has set up Technical Building Social Capital: Building the Social Capital for long term
Training Institute at Mithapur and also supports the Tata Strive sustainability is a key cross-cutting theme in all these programmes.
Centre in running the skill development centre at Aligarh and the Women empowerment, reducing inequality of marginalised
Industrial Training Institute (‘ITI’) at Dwarka. communities (though Affirmative Action), partnerships for
achieving goals and setting up sustainable social enterprise models
Okhai & cluster development programme focusses on promoting
(Okhai and Ncourage) are key methods for achieving the same.
livelihood of the rural artisans by enhancing their skills and
The Company undertakes Affirmative Action programme, which
establishing market linkage to the handicraft and other products
focusses on improving the lives of the marginalised population
produced locally in the rural areas. The programme started from
through its employment, employability, entrepreneurship
Mithapur, Gujarat and has been scaled up in other states of India
development, education and essential amenities initiatives.
like Uttar Pradesh, Maharashtra, Kerala, etc. Okhai is the flagship
programme which at present is working with more than 2,360
The international presence of the Company also helps raise funds
artisans across India. The Company works with more than 240
for charities that support health care, education and biodiversity
women self-help groups and facilitate women participation in
conservation.
different economic activities.
The Company also responds to disasters that hit any part of India.
Ensuring Environmental Integrity: The Company’s main focus is
on Natural Resource Management & Environmental Conservation.
Key programmes include land and water management activities, CSR initiatives in the wake of Covid-19
waste management, preservation of biodiversity and mitigation Towards the end of the financial year, the Company took various
of climate change impacts. During FY 2019-20, under the Swachh initiatives towards financial, medical and community support in the
Bharat Abhiyan, the Company set up a dry waste processing fight against Covid-19 pandemic. This included financial support
plant at Mithapur. The Company also initiated activities through towards the relief funds of state governments, providing sodium
the Centre for Sustainable Conservation Action for Protection of hydrochloride, hand sanitizers, medical infrastructure, supply of dry
Ecosystems of the Seas (C-SCAPES), which was established in the ration, driver kit, hygiene kit, distribution of masks, awareness drives,
150th year of the Tata Group. etc. In addition to this, voluntary contributions by the Company
as well as its employees were also made to the Tata Community
Enablers for social, economic and environmental Initiatives Trust for contribution towards the said purpose.
development: The enablers for social, economic and
environmental development are good health and well-being, The Annual Report on CSR activities is annexed as Annexure 2 to
education, safe water and sanitation. The Company’s key this Report.

67
Whistleblower Policy and Vigil Mechanism Consolidated Financial Statements
The Company has adopted a Whistleblower Policy and Vigil The Consolidated Financial Statements of the Company and its
Mechanism to provide a formal mechanism to the Directors, subsidiaries for FY 2019-20 are prepared in compliance with the
Employees and its Stakeholders to report their concerns about applicable provisions of the Act and as stipulated under Regulation
unethical behaviour, actual or suspected fraud or violation of the 33 of the Listing Regulations as well as in accordance with the
Company’s Code of Conduct. Protected disclosures can be made Indian Accounting Standards notified under the Companies (Indian
by a whistleblower through several channels. The Policy provides Accounting Standards) Rules, 2015. The Audited Consolidated
for adequate safeguards against victimisation of employees Financial Statements together with the Auditor’s Report thereon
who avail of the mechanism and also provides for direct access forms part of this Annual Report.
to the Chairperson of the Audit Committee. No personnel of the
Company has been denied access to the Audit Committee. The Pursuant to the provisions of Section 136 of the Act, the Financial
Whistleblower Policy also facilitates all employees of the Company Statements of the Company, Consolidated Financial Statements
to report any instance of leak of Unpublished Price Sensitive along with relevant documents and separate annual accounts in
Information. respect of subsidiaries are available on the website of the Company.

The Policy is also posted on the website of the Company at: The annual accounts of the subsidiaries and related detailed
https://www.tatachemicals.com/WhistleblowerPolicy.htm. information will be made available to investors seeking information
till the date of the AGM.
Prevention of Sexual Harassment (‘POSH’)
As per the requirement of the Sexual Harassment of Women Subsidiary Companies and Joint Ventures
at Workplace (Prevention, Prohibition & Redressal) Act, 2013 As on March 31, 2020, the Company had 35 (direct and indirect)
(‘POSH Act’) and Rules made thereunder, the Company has formed subsidiaries (4 in India and 31 overseas) and 5 joint ventures.
Internal Complaints Committee (‘ICC’) for its workplaces to address
complaints pertaining to sexual harassment in accordance with With a view to reduce the number of subsidiaries and rationalising
the POSH Act. The Company has a policy for prevention of Sexual the Tata Chemicals group structure, there were following changes
Harassment, which ensures a free and fair enquiry process with pertaining to subsidiaries during the year:
clear timelines for resolution.
• During the year, the Company through its wholly-owned
subsidiary, Valley Holdings Inc., acquired the remaining 25%
This year, one concern was reported which was investigated and
partnership interest in Tata Chemicals (Soda Ash) Partners
appropriate action was taken.
Holdings in the United States. With this acquisition, the
To build awareness in this area, the Company has been conducting Company has increased its ownership to 100% on December
awareness sessions during induction, periodically through 19, 2019.
classroom sessions and online modules. It includes regular • The NCLT, Mumbai Bench, and NCLT, Bengaluru Bench
employees, third-party employees, and contract workmen. vide their Orders dated December 20, 2019 and November
A special awareness programme was organised for the 11, 2019 respectively, sanctioned the Scheme of Merger
recently re-constituted ICC members and POSH champions in by absorption of Metahelix with Rallis and their respective
March 2020. shareholders. The certified copies of the Orders were
filed with the jurisdictional Registrar of Companies and
Particulars of Loans, Guarantees and Investments
accordingly, Metahelix, a step-down subsidiary of the
The Company has not given any loans during the year under review. Company, has merged with Rallis India Limited and ceased
The Company has not made any investments during the year. to be a subsidiary of the Company effective February 1, 2020.
During the year, the Company has provided additional corporate
guarantee of US$ 57.60 million to Tata Chemicals Magadi Limited, • The NCLT Mumbai Bench, on April 23, 2020, sanctioned the
a wholly owned subsidiary of the Company. Scheme of Merger by Absorption between the Company
and Bio Energy Venture-1 (Mauritius) Pvt. Ltd. (‘Bio-1’), a
Details of loans, guarantees and investments covered under the wholly owned subsidiary of the Company (‘Scheme’), with an
provisions of Section 186 of the Act are given in the notes to the Appointed Date of April 1, 2019. The Scheme is subject to the
Financial Statements. approval of the regulatory authorities at Mauritius.

68 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
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• NCLT Mumbai, vide its Order dated February 20, 2020, Details of internal control system are given in the Management
sanctioned the Scheme of Amalgamation of Zero Waste Discussion and Analysis Report, which forms part of this Annual
Agro Organics Limited with Rallis (‘Scheme’). The certified Report.
copy of the Order of NCLT sanctioning the Scheme is
awaited. The Scheme will be made effective upon filing of the Governance and Compliance
certified copy of the Order with the Registrar of Companies, The Secretarial and Legal functions of the Company ensure
Maharashtra. maintenance of good governance within the organisation. They
• Rallis Chemistry Exports Limited, wholly owned subsidiary of assist the business in functioning smoothly by being compliant at
Rallis, had made an application to the Registrar of Companies all times and providing strategic business partnership in the areas
for removal of its name from the register of companies, for including legislative expertise, corporate restructuring, regulatory
which approval is awaited. changes and governance.

The Company’s Policy on determining material subsidiaries, as The Company has in place an online compliance management
approved by the Board, is uploaded on the Company’s website at system for monitoring the compliances across its various plants
https://www.tatachemicals.com/MaterialSubsPolicy.htm. and offices which gets reviewed at the Audit Committee once in
a year.
A report on the financial position of each of the subsidiaries and
joint ventures as per the Act is provided in Form AOC-1 attached Directors and Key Managerial Personnel
to the Financial Statements. Directors
Appointment
Details of Significant and Material Orders
Pursuant to the recommendations of the Nomination and
No significant and material orders were passed by the regulators
Remuneration Committee (‘NRC’), the Board of Directors appointed
or the courts or tribunals impacting the going concern status and
Company’s operations in future. Dr. C. V. Natraj and Mr. K. B. S. Anand as Additional Directors of the
Company with effect from August 8, 2019 and October 15, 2019
Internal Financial Controls respectively, in accordance with Article 133 of the Company’s
Articles of Association and Section 161(1) of the Act. They hold
Internal financial control systems of the Company are
office upto the date of the forthcoming AGM and a Notice under
commensurate with its size and the nature of its operations. These
Section 160(1) of the Act has been received from a Member
have been designed to provide reasonable assurance with regard
signifying the intention to propose their appointment as Directors.
to recording and providing reliable financial and operational
Further, based on the recommendations of NRC, the Board also
information, complying with applicable accounting standards
appointed Dr. C. V. Natraj and Mr. K. B. S. Anand as Independent
and relevant statutes, safeguarding assets from unauthorised use,
Directors of the Company for a period of five consecutive years
executing transactions with proper authorisation and ensuring
w.e.f. August 8, 2019 and October 15, 2019 respectively subject to
compliance of corporate policies. The Company has a well-
approval of the Members at the ensuing AGM.
defined delegation of authority with specified limits for approval
of expenditure, both capital and revenue. The Company uses
The Board recommends the appointment of Dr. C. V. Natraj and
an established ERP system to record day-to-day transactions for
Mr. K. B. S. Anand as Independent Directors of the Company by
accounting and financial reporting.
way of an Ordinary Resolution.
The Audit Committee deliberated with the members of the
management, considered the systems as laid down and met the Cessation
internal auditors and statutory auditors to ascertain, their views During the year under review, Mr. Nasser Munjee and
on the internal financial control systems. The Audit Committee Dr. Y. S. P. Thorat, Independent Directors of the Company, who were
satisfied itself as to the adequacy and effectiveness of the internal appointed at the 75th Annual General Meeting of the Company
financial control system as laid down and kept the Board of held on August 21, 2014 for a period of 5 years, completed their
Directors informed. However, the Company recognises that no tenure as Independent Directors of the Company on August
matter how the internal control framework is, it has inherent 20, 2019. The Board places on record its appreciation for their
limitations and accordingly, periodic audits and reviews ensure invaluable contribution and guidance during their tenure as
that such systems are updated on regular intervals. Independent Directors.

69
Re-appointment towards its stakeholders. The Governance Guidelines cover
In accordance with the provisions of Section 152 of the Act and the aspects relating to composition and role of the Board, Chairman
Articles of Association of the Company, Mr. R. Mukundan, Managing and Directors, Board diversity, definition of independence, Director
Director & CEO of the Company, retires by rotation at the ensuing term, retirement age and Committees of the Board. It also covers
AGM and being eligible, has offered himself for re-appointment. aspects relating to nomination, appointment, induction and
development of Directors, Director’s remuneration, subsidiary
During the year under review, the Members re-appointed oversight, code of conduct, review of Board effectiveness and
Ms. Vibha Paul Rishi as an Independent Director of the Company mandates of Committees of the Board.
for a second term of five years from September 1, 2019 to
August 31, 2024, by passing a Special Resolution. Procedure for Nomination and Appointment of
Directors
Independent Directors The NRC is responsible for developing competency requirements
In terms of Section 149 of the Act, Ms. Vibha Paul Rishi, for the Board based on the industry and strategy of the Company.
Ms. Padmini Khare Kaicker, Dr. C. V. Natraj and Mr. K. B. S. Anand The Board composition analysis reflects in-depth understanding
are the Independent Directors of the Company. The Company of the Company, including its strategies, environment, operations,
has received declarations from all the Independent Directors
financial condition and compliance requirements.
confirming that they meet the criteria of independence as
prescribed under Section 149(6) of the Act and Regulation 16(1) NRC conducts a gap analysis to refresh the Board on a periodic
(b) of the Listing Regulations and are independent from the basis, including each time a Director’s appointment or re-
management. The Independent Directors of the Company hold appointment is required. The Committee is also responsible for
office for a term of five years or until completion of 75 years,
reviewing the profiles of potential candidates vis-à-vis the required
whichever is earlier. They are not liable to retire by rotation in
competencies and meeting potential candidates, prior to making
terms of Section 149(13) of the Act.
recommendations of their nomination to the Board. At the time
The Board is of the opinion that the Independent Directors of of appointment, specific requirements for the position, including
the Company possess requisite qualifications, experience and expert knowledge expected, is communicated to the appointee.
expertise in the fields of science and technology, digitalisation,
human resources, strategy, auditing, tax and risk advisory services, During FY 2018-19, the Board had also identified the list of core
financial services, corporate governance, etc. and that they hold skills, expertise and competencies of the Board of Directors as are
highest standards of integrity. required in the context of the businesses and sectors applicable
to the Company and those actually available with the Board.
The Independent Directors of the Company have undertaken
The Company has also mapped each of the skills, expertise
requisite steps towards the inclusion of their names in the data
and competencies against the names of the Board Members
bank of Independent Directors maintained with the Indian
Institute of Corporate Affairs in terms of Section 150 of the Act possessing the same.
read with Rule 6 of the Companies (Appointment & Qualification
of Directors) Rules, 2014. Scientific Advisory Board
The Board has constituted a Scientific Advisory Board consisting of
Details of Familiarisation Programme for the Independent
Directors are provided separately in the Corporate Governance scientists with relevant domain expertise under the Chairmanship
Report which forms a part of this Annual Report. of Dr. C. V. Natraj, Independent Director of the Company with a
view to synergise the Research & Development initiatives at the
Key Managerial Personnel (‘KMP’) Company’s Innovation Centre and Research & Development
In terms of the provisions of Section 2(51) and Section 203 of the Centres (crop care and seeds respectively) of Rallis India Limited.
Act, the following are the KMP of the Company: Further details in this regard are provided in the Corporate
Governance Report.
• Mr. R. Mukundan, Managing Director & CEO
• Mr. Zarir Langrana, Executive Director Criteria for determining Qualifications, Positive
• Mr. John Mulhall, Chief Financial Officer Attributes and Independence of a Director
• Mr. Rajiv Chandan, General Counsel & Company Secretary The NRC has formulated the criteria for determining qualifications,
positive attributes and independence of Directors in terms of
Governance Guidelines provisions of Section 178 (3) of the Act and the Listing Regulations.
The Company has adopted the Governance Guidelines on Board The relevant information has been given in Annexure 3 which
Effectiveness to fulfill its corporate governance responsibility forms part of this Report.

70 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
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Board Evaluation of the opinion that the Company’s internal financial controls were
The Board has carried out the annual evaluation of its own adequate and effective during FY 2019-20.
performance and that of its Committees and individual Directors
Accordingly, pursuant to Section 134(5) of the Act, the Board of
for the year pursuant to the provisions of the Act and the corporate
Directors, to the best of their knowledge and ability, confirm that
governance requirements prescribed under the Listing Regulations.
for the year ended March 31, 2020:

The performance of the Board and individual Directors was (a) in the preparation of the annual accounts, the applicable
evaluated by the Board after seeking inputs from all the Directors. The accounting standards have been followed and that there are
criteria for performance evaluation of the Board was based on the no material departures;
Guidance Note issued by SEBI on Board Evaluation which included
(b) they have selected such accounting policies and applied them
aspects such as Board composition and structure, effectiveness of
consistently and made judgements and estimates that are
Board processes, contribution in the long term strategic planning,
reasonable and prudent so as to give a true and fair view of
etc. The performance of the Committees was evaluated by the
the state of affairs of the Company at the end of the financial
Board after seeking inputs from the Committee Members. The
year and of the profit of the Company for that period;
criteria for performance evaluation of the Committees was based
on the Guidance Note issued by SEBI on Board Evaluation which (c) they have taken proper and sufficient care for the
included aspects such as structure and composition of committees, maintenance of adequate accounting records in accordance
effectiveness of committee meetings, etc. with the provisions of the Act for safeguarding the assets of
the Company and for preventing and detecting fraud and
In a separate meeting, the Independent Directors evaluated the other irregularities;
performance of Non-Independent Directors and performance of
(d) they have prepared the annual accounts on a going concern
the Board as a whole. They also evaluated the performance of the
basis;
Chairman (as elected by the Board for each meeting of the Board
of Directors) taking into account the views of Executive Directors (e) they have laid down internal financial controls to be followed
and Non-Executive Directors. The NRC reviewed the performance by the Company and that such internal financial controls are
of the Board, its Committees and of the Directors. The same was adequate and are operating effectively; and
discussed in the Board Meeting that followed the meeting of the
(f ) they have devised proper systems to ensure compliance with
Independent Directors and NRC, at which the feedback received
the provisions of all applicable laws and that such systems
from the Directors on the performance of the Board and its
are adequate and operating effectively.
Committees was also discussed.

Significant highlights, learning and action points with respect to Conservation of Energy, Technology Absorption,
the evaluation were discussed by the Board. Appropriate actions Foreign Exchange Earnings and Outgo
are taken on the suggestions made by the Board during the The particulars relating to conservation of energy, technology
Annual Evaluation process and presented to the Board. absorption, foreign exchange earnings and outgo, as required to
be disclosed pursuant to the provisions of Section 134 of the Act
Remuneration Policy read with the Companies (Accounts) Rules, 2014, are provided in
The Company has in place a Remuneration Policy for the Directors, Annexure 5 to this Report.
KMP and other employees pursuant to the provisions of the
Act and the Listing Regulations which is set out in Annexure 4 Particulars of Employees
forming part of this Report. Disclosures pertaining to remuneration and other details as
required under Section 197(12) of the Act read with Rule 5(1) of
Directors’ Responsibility Statement the Companies (Appointment and Remuneration of Managerial
Based on the framework of internal financial controls and Personnel) Rules, 2014 (‘Rules’) are enclosed as Annexure 6 to this
compliance systems established and maintained by the Company, Report.
work performed by the internal, statutory, cost and secretarial
auditors and external consultant(s), including audit of internal The statement containing particulars of employees as required
financial controls over financial reporting by the statutory auditors under Section 197(12) of the Act read with Rule 5(2) and 5(3) of
and the reviews performed by the Management and the relevant the Rules forms part of this Report. Further, the Report and the
Board Committees, including the Audit Committee, the Board is Accounts are being sent to the Members excluding the aforesaid

71
statement. In terms of Section 136 of the Act, the said statement There has been no qualification, reservation, adverse remark
will be open for inspection upon request by the Members. Any or disclaimer given by the Secretarial Auditor in their Report.
Member interested in obtaining such particulars may write to the
Company Secretary at investors@tatachemicals.com. Reporting of Fraud
During the year under review, the Statutory Auditors, Cost Auditors
Auditors
and Secretarial Auditors have not reported any instances of frauds
I. Statutory Auditors committed in the Company by its Officers or Employees, to the
At the AGM held on August 9, 2017, B S R & Co. LLP, Chartered Audit Committee under Section 143(12) of the Act details of which
Accountants (Firm Registration No. 101248W/W-100022) needs to be mentioned in this Report.
were appointed as Statutory Auditors of the Company for a
period of five consecutive years. Other Disclosures
Further, the report of the Statutory Auditors along with notes I. Details of Board Meetings
to Schedules is a part of the Annual Report. There has been During the year under review, nine (9) Board Meetings
no qualification, reservation, adverse remark or disclaimer were held, details of which are provided in the Corporate
given by the Auditors in their Report. Governance Report.

II. Cost Auditors II. Composition of Audit Committee


As per Section 148 of the Act read with the Companies (Cost During the year under review, the Audit Committee
Records and Audit) Rules, 2014, the Company is required comprised four (4) Members out of which three (3) were
to prepare, maintain as well as have the audit of its cost Independent Directors and one (1) was a Non-Executive
records conducted by a Cost Accountant and accordingly it Director. During the year, ten (10) Audit Committee meetings
has made and maintained such cost accounts and records. were held, details of which are provided in the Corporate
The Board on the recommendation of the Audit Committee Governance Report. During the year under review, there
has appointed D. C. Dave & Co., Cost Accountants (Firm were no instances when the recommendations of the Audit
Registration No. 000611) as the Cost Auditors of the Company Committee were not accepted by the Board.
for FY 2020-21 under Section 148 and all other applicable
provisions of the Act. III. Composition of CSR, Safety and Sustainability
Committee
D. C. Dave & Co. have confirmed that they are free from
A Meeting of CSR Safety and Sustainability Committee was
disqualification specified under Section 141(3) and proviso
held once during FY 2019-20 on June 4, 2019. Thereafter, the
to Section 148(3) read with Section 141(4) of the Act and that
Board of Directors decided to split the said committee into
the appointment meets the requirements of Section 141(3)
two viz. CSR Committee and Safety, Health, Environment and
(g) of the Act. They have further confirmed their independent
Sustainability Committee with effect from August 8, 2019.
status and an arm’s length relationship with the Company.
Each of the two committees comprises four (4) Members
The remuneration payable to the Cost Auditors is required to out of which one (1) is an Independent Director. In addition
be placed before the Members in a General Meeting for their to one meeting of CSR Safety and Sustainability Committee,
ratification. Accordingly, a resolution for seeking Members’ two separate meetings of CSR Committee and Safety, Health,
ratification for the remuneration payable to D. C. Dave & Co. Environment and Sustainability Committee were held during
is included at Item No. 7 of the Notice convening the AGM. the year under review, details of which are provided in the
Corporate Governance Report.
III. Secretarial Auditor
IV. Secretarial Standards
In terms of Section 204 of the Act and Rules made thereunder,
The Directors have devised proper systems and processes for
Parikh & Associates, Practicing Company Secretaries, have
complying with the requirements of applicable Secretarial
been appointed as Secretarial Auditors of the Company
Standards issued by the Institute of Company Secretaries of
to carry out the secretarial audit for FY 2020-21. The report
India and that such systems were adequate and operating
of the Secretarial Auditors for FY 2019-20 is enclosed as
effectively.
Annexure 7 to this Report.

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Extract of Annual Return Acknowledgements


Pursuant to Section 92(3) of the Act read with the applicable The Directors wish to place on record their appreciation for the
Rules, the extract of Annual Return in Form MGT-9 is attached as continued support and co-operation by Financial Institutions, Banks,
Annexure 8 to this Report. Government Authorities and other stakeholders. Your Directors also
acknowledge the support extended by the Company’s Unions and
Further, the extract to the Annual Return of the all the employees for their dedicated service.
Company can also be accessed on the Company’s website at
https://www.tatachemicals.com/Investors/AGM-documents .
On behalf of the Board of Directors

Bhaskar Bhat R. Mukundan


Director Managing Director & CEO

Bengaluru, May 15, 2020 Mumbai, May 15, 2020

73
Annexure 1 to Board’s Report

Dividend Distribution Policy


Scope and Purpose Financial Parameters As in the past, subject to the provisions of the
Tata Chemicals Limited (‘the Company’) shares are listed on the applicable law, the Company’s dividend payout
BSE Limited and the National Stock Exchange of India Limited. The will be determined based on available financial
Securities and Exchange Board of India (‘SEBI’) vide its notification resources, investment requirements and taking
dated July 8, 2016 has inserted Regulation 43A in SEBI (Listing into account optimal shareholder return.
Obligations and Disclosure Requirements) Regulations, 2015 Based on the above, the Company will
and has made it mandatory for the top 500 listed entities, based endeavour to maintain the steady level of
on market capitalisation, as on March 31 of every financial year dividend per share over the medium term.
to formulate a Dividend Distribution Policy (‘Policy’). The Board Utilisation of • Capital expenditure
of Directors of the Company has adopted the Policy which retained earnings • Organic/Inorganic growth
endeavours for fairness, consistency and sustainability while • General corporate purposes, including
distributing profits to the shareholders. contingencies
• Investments in the new/existing business
Objective • Any other permitted use under the
Companies Act, 2013
The Policy defines the conditions for paying a dividend. The Dividend Range As in the past, subject to the provisions of
Board of Directors will recommend any annual dividend based applicable laws, the Company’s dividend
on this Policy as well as any specific financial or market conditions payout will be determined based on availability
prevailing at the time. The intention of the Policy is to set out the of financial resources, investment requirements
broad criteria to be considered when determining what dividend and also take into account optimal shareholder
to declare or not declare to the shareholders of the Company. return. The Company would endeavour to
The Company has had a consistent dividend policy that balances target a total dividend payout ratio in the range
the objective of appropriately rewarding shareholders through of 30% to 50% of the Annual Standalone Profits
dividends and to support the future growth. after Tax (PAT) of the Company.
Parameters adopted The Company has one class of equity share
Disclosure
with regards to and no preference share capital. Any declared
various classes of dividend will be divided equally among all The Board of Directors will review the Policy annually. Any
shares shareholders, on the record date. revisions in the Policy will be communicated to shareholders
Frequency Dividends will generally be declared once a in a timely manner. The Policy shall be disclosed in the
year after the announcement of full year results Annual Report and on the website of the Company at
but before the Annual General Meeting. https://www.tatachemicals.com/DividendDistPolicy.htm.
In years of exceptional gains or other events a
special dividend may be declared. Disclaimer
Internal and When determining the annual dividend, the
External Factors Company will consider, amongst other matters: The Policy does not constitute a commitment regarding the future
• The level of dividends paid historically dividends of the Company, but only represents a general guidance
• Actual results for the year and the outlook regarding dividend policy. The statement of the Policy does not in
for business operations any way restrict the right of the Board to use its discretion in the
• Providing for anticipated capital recommendation of the Dividend to be distributed in the year and
expenditures or acquisitions, to further the Board reserves the right to depart from the Policy as and when
enhance shareholder value or meet circumstances so warrant.
strategic objectives
•  Setting aside cash to meet debt
On behalf of the Board of Directors
repayments
• Retaining earnings to provide for
contingencies or unforeseeable events Bhaskar Bhat R. Mukundan
• The overall economic environment Director Managing Director & CEO
• Changes in the cost and availability of
external financing Bengaluru, May 15, 2020 Mumbai, May 15, 2020
• Changes in government policy, industry
rulings and regulatory provisions

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Annexure 2 to Board’s Report

Annual Report on CSR Activities


[Pursuant to Section 135 of the Companies Act, 2013 (‘the Act’) & Rules made thereunder]

A. CSR Report
1. A brief outline of the Company’s CSR policy, Tata Chemicals Limited (‘the Company’) is committed to upholding
including overview of projects or programmes the highest standards of CSR. The Company endorses the Tata Group
proposed to be undertaken and a reference to purpose of improving the quality of life of the communities it serves
the web-link to the CSR policy and projects or through long term stakeholder value creation. The Company believes in
programmes positively impacting the environment and supporting the communities
it operates in, focussing on sustainability of our programmes and
empowerment of our communities.
The Company has framed a CSR Policy in compliance with the provisions
of the Act, which is available on the Company’s website and the web-
link for the same is https://www.tatachemicals.com/CSRPolicy.htm

2. The Composition of the CSR Committee 1. Mr. S. Padmanabhan (Chairman)


2. Ms. Vibha Paul Rishi
3. Mr. R. Mukundan
4. Mr. Zarir Langrana

3. Average net profit of the Company for last three ` 1,069.65 crore (as per Section 198 of the Act)
financial years

4. Prescribed CSR Expenditure (two percent of the ` 21.39 crore


amount as in item 3 above)

5. Details of CSR spent for the financial year:

a. Total amount spent for the financial year ` 37.81 crore

b. Amount unspent, if any Nil

c. Manner in which the amount spent during The manner in which the amount spent is detailed in Part B to the
the financial year Annexure

6. In case the Company has failed to spend NA


the two percent of the average net profit of
the last three financial years or any part thereof,
the Company shall provide the reasons for not
spending the amount in its Board’s Report

7. A responsibility statement of the CSR Committee The implementation and monitoring of CSR Policy is in compliance with
that the implementation and monitoring of CSR CSR objectives and Policy of the Company
Policy, is in compliance with CSR objectives and
policy of the Company

75
B. CSR Expenditure for FY 2019-20:
Amount spent Cumulative
Location of projects or programmes Amount on projects or Expenditure up Amount spent direct
Sr. Sector in which the Outlay and programmes to reporting
CSR Project / Activity Identified (` in lakh) period (as on by Organisation /
No. project is covered Budget
(` in lakh) Direct on project March 31, 2020) Implementing agency
Local Area/ District & State (` in lakh)
/overheads

1. Building Economic Capital: Promotion and Mithapur: Devbhoomi Dwarka, Gujarat 300 245.7 245.7 Amount spent through
Okhai & Cluster Development Project development of traditional Babrala: Uttar Pradesh the following channels:
handicrafts Mumbai: Maharashtra
Direct:
2. Building Economic Capital: Farm Based: Poverty alleviation, Mithapur: Devbhoomi Dwarka, Gujarat 200 223.18 223.18
Agriculture Development, livelihood enhancement Haldia: Midnapur, West Bengal - Tata Chemicals Limited
Livestock Management, CSAFE and infrastructure support Mumbai: Maharashtra Implementation
Farukabad: Uttar Pradesh Agencies Internal:
3. Building Economic Capital: Education and vocational Mithapur: Devbhoomi Dwarka, Gujarat 281 333.07 333.07 - Tata Chemicals Society
Non-Farm Based: Skill Development skill development 6 districts, Gujarat for Rural Development
and Education Aligarh: Uttar Pradesh
Haldia: West Bengal - Ncourage Social
Cuddalore & Sriperumbudur: Tamil Nadu Enterprise Foundation
Nellore & Mambattu: Andhra Pradesh
Mumbai, Maharashtra - OKHAI- Centre for
Empowerment
Building Economic Capital: Ncourage Social Enterprise Mumbai – Maharashtra (All Location) 400 566.2 566.2
Non-Farm Based: Ncourage Social enterprise, Mithapur: Devbhoomi Dwarka - UDAY Foundation
Infrastructure project Non-Farm Based Programme Mithapur: Devbhoomi Dwarka, Surat, 5 1.22 1.22
Porbandar, Gujarat - Tata Chemicals Golden
Infrastructure programme 69 124.45 124.45 Jubilee Trust
4. Ensuring Environmental Integrity: Natural resource Mithapur: Devbhoomi Dwarka & 450 1,814.21 1,814.21 - Employee volunteers
Environment, Climate Change & Bio-diversity management, Porbandar, Gujarat
Conservation: Centre of Excellence for Coastal Environmental Haldia: West Bengal Implementation
& Marine Bio-diversity conservation, Eco clubs, Sustainability Mumbai: Maharashtra Agencies External:
CSAFE, Land & Water management, Waste - 
Government agencies
management, Greening and plantation
- Local Panchayats
5. Enablers for social, economic and Health care, nutrition, Mithapur: Devbhoomi Dwarka, Gujarat 103 135.67 135.67
environmental development Health: General sanitation and safe Mumbai & Amravati: Maharashtra, - NGOs Community
Health Care, nutrition, sanitation and safe drinking water Barawani: Madhya Pradesh based organisations
drinking water Cuddalore & Sriperumbudur: Tamil Nadu
- Skill development
6. Enablers for social, economic and Education and vocational Mithapur: Devbhoomi Dwarka, Gujarat 162 116.7 116.7 agencies
environmental development: Scholarship, skill development Haldia: Midnapur, West Bengal,
Quality Education Cuddalore: Tamil Nadu, - Environment
Mambattu: Andhra Pradesh Conservation Groups
7. Building Social capital facilitating community Inclusive Growth & Mithapur: Devbhoomi Dwarka, Gujarat 25 20.07 20.07 - Other Resource
based organisations: empowerment Babrala: Uttar Pradesh agencies
Self Help Groups , Clusters, community based
organisations Affirmative Action facilitation (Also refer the names
listed below)
8. Administration & miscellaneous  -  - 145 123.42 123.42
9. Disaster relief/rehab/Covid-19  -  - 75 77.28 77.28
   Total     2,215 3,781.17 3,781.17

Names of Implementing Agencies:


• District Rural Development Agency • Gujarat Forest Department
• Water and Sanitation Management Organisation • District Animal Husbandry Department
• Gujarat Green Revolution Corporation • District Education Department
• Government of Gujarat Irrigation Department • Coastal Salinity Prevention Cell
• Gram Panchayat • Ambuja Cement Foundation
• Taluka Panchayat • American India Foundation
• Krishi Vikas Kendra • Wildlife Trust of India
• Sarva Shiksha Abhiyan • Tagore Society for Rural Development
• Gujarat Agriculture University • Tata Trusts/Tata Strive
• Covenant Centre for Development

On behalf of the Board of Directors


S. Padmanabhan R. Mukundan
Mumbai, May 15, 2020 Chairperson – CSR Committee Managing Director & CEO

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Annexure 3 to Board’s Report

Criteria for Determining Qualifications, Positive


Attributes and Independence of Directors
1. Definition of Independence 5. Not achieve or attempt to achieve any undue gain or
• A director will be considered as an ‘Independent advantage either to himself or to his relatives, partners,
Director’ (‘ID’) if the person meets with the criteria for or associates.
‘Independent Director’ as laid down in the Companies 6. Not assign his office.
Act, 2013 (‘the Act’) and SEBI (Listing Obligations and Additionally, the Directors on the Board of a Tata company
Disclosure Requirements) Regulations 2015 (‘Listing are also expected to demonstrate high standards of ethical
Regulations’). behaviour, strong interpersonal and communication skills
• The definition of Independent Director is as provided in and soundness of judgement.
the Act and Listing Regulations. IDs are also expected to abide by the ‘Code for Independent
• Current and ex-employees of a Tata company1 may Directors’ as outlined in Schedule IV to Section 149(8) of
be considered as independent only if he/she has or the Act and adopted by the Board. The Code specifies
had no pecuniary relationship with any Tata company the guidelines of professional conduct, role and function
(due to employment/receipt of monthly pension by and duties of Independent Directors. The guidelines of
way of Special Retirement Benefits/holding consultant professional conduct specified in the Code are as follows:
or advisor positions) during the two immediately An Independent Director shall:
preceeding financial years or during the current 1. uphold ethical standards of integrity and probity;
financial year.
2. act objectively and constructively while exercising his
2. Qualifications of Directors duties;
• Boards will ensure that a transparent board nomination 3. exercise his responsibilities in a bona fide manner in the
process is in place that encourages diversity of thought, interest of the company;
experience, knowledge, perspective, age and gender.
4. devote sufficient time and attention to his professional
• It is expected that boards have an appropriate blend of obligations for informed and balanced decision
functional and industry expertise. making;
• While recommending appointment of a director, it 5. not allow any extraneous considerations that will vitiate
is expected that the Nomination and Remuneration his exercise of objective independent judgement in
Committee (‘NRC’) consider the manner in which the paramount interest of the company as a whole,
the function and domain expertise of the individual while concurring in or dissenting from the collective
contributes to the overall skill-domain mix of the Board. judgement of the Board in its decision making;
• IDs ideally should be thought/practice leaders in their 6. not abuse his position to the detriment of the company
respective functions/domains. or its shareholders or for the purpose of gaining direct
3. Positive attributes of Directors or indirect personal advantage or advantage for any
associated person;
Directors are expected to comply with duties as provided in
the Act. For reference, the duties of the Directors as provided 7. refrain from any action that would lead to loss of his
by the Act are as follows: independence;
1. Act in accordance with the articles of the company. 8. where circumstances arise which make an
independent director lose his independence, the
2. Act in good faith in order to promote the objects of the
independent director must immediately inform the
company for the benefit of its members as a whole and
Board accordingly;
in the best interests of the company, its employees, the
shareholders, the community and for the protection of 9. assist the company in implementing the best corporate
environment. governance practices.
3. Exercise duties with due and reasonable care, skill and On behalf of the Board of Directors
diligence and exercise independent judgement.
Bhaskar Bhat R. Mukundan
4. Not be involved in a situation in which he may have a Director Managing Director & CEO
direct or indirect interest that conflicts, or possibly may
conflict, with the interest of the company. Bengaluru, May 15, 2020 Mumbai, May 15, 2020
1
‘Tata company’ shall mean every company in which Tata Sons Private Limited or Tata Industries Limited or any company promoted by Tata Sons Private Limited or
Tata Industries Limited is promoter or a company in which such companies whether singly or collectively hold directly or indirectly 26% or more of the paid-up equity
share capital OR in which the shareholding of such companies represents the largest Indian holding apart from holdings of financial institutions/mutual funds OR a
company which is permitted by Tata Sons Private Limited to use the Tata brand name.

77
Annexure 4 to Board’s Report

Remuneration Policy for Directors, Key Managerial


Personnel and other Employees
The philosophy for remuneration of Directors, Key Managerial and motivate directors aligned to the requirements of
Personnel (‘KMP’) and all other employees of Tata Chemicals the Company (taking into consideration the challenges
Limited (‘Company’) is based on the commitment of fostering a faced by the Company and its future growth
culture of leadership with trust. The remuneration policy is aligned imperatives).
to this philosophy.
• Overall remuneration should be reflective
This remuneration policy has been prepared pursuant to the of size of the Company, complexity of the
provisions of Section 178(3) of the Companies Act, 2013 (‘Act’) and sector/industry/Company’s operations and the
Listing Regulations, 2015. In case of any inconsistency between Company’s capacity to pay the remuneration.
the provisions of law and this remuneration policy, the provisions • Overall remuneration practices should be consistent
of the law shall prevail and the Company shall abide by the with recognised best practices.
applicable law. While formulating this policy, the Nomination and
Remuneration Committee (‘NRC’) has considered the factors laid • Quantum of sitting fees may be subject to review on a
down under Section 178(4) of the Act, which are as under: periodic basis, as required.
• The aggregate commission payable to all the NEDs
(a) the level and composition of remuneration is reasonable
and IDs will be recommended by the NRC to the Board
and sufficient to attract, retain and motivate directors of the
based on company performance, profits, return to
quality required to run the company successfully;
investors, shareholder value creation and any other
(b) relationship of remuneration to performance is clear and significant qualitative parameters as may be decided
meets appropriate performance benchmarks; and by the Board.
• The NRC will recommend to the Board the quantum
(c) remuneration to directors, key managerial personnel and
of commission for each director based upon the
senior management involves a balance between fixed and
outcome of the evaluation process which is driven by
incentive pay reflecting short and long-term performance
various factors including attendance and time spent
objectives appropriate to the working of the company and
in the Board and Committee meetings, individual
its goals.
contributions at the meetings and contributions made
by directors other than in meetings.
Key principles governing this remuneration
• In addition to the sitting fees and commission, the
policy are as follows:
company may pay to any director such fair and
u Remuneration for Independent Directors and
 reasonable expenditure, as may have been incurred
Non-Independent Non-Executive Directors
by the director while performing his/her role as a
• Independent Directors (‘ID’) and Non-Independent director of the Company. This could include reasonable
Non-Executive Directors (‘NED’) may be paid sitting expenditure incurred by the director for attending
fees (for attending the meetings of the Board and of Board/Board Committee meetings, general meetings,
Committees of which they may be members) and court convened meetings, meetings with shareholders/
commission within regulatory limits. creditors/management, site visits, induction and
training (organised by the Company for directors) and
• Within the parameters prescribed by law, the payment in obtaining professional advice from independent
of sitting fees and commission will be recommended advisors in the furtherance of his/her duties as a
by the NRC and approved by the Board. director.
• Overall remuneration (sitting fees and commission) • Remuneration for Managing Director (‘MD’)/Executive
should be reasonable and sufficient to attract, retain Directors (‘ED’)/KMP/rest of the employees1

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• The extent of overall remuneration should be sufficient • In addition to the basic/fixed salary, benefits,
to attract and retain talented and qualified individuals perquisites and allowances as provided above, the
suitable for every role. Hence remuneration should be - Company provides MD/EDs such remuneration by
way of commission, calculated with reference to the
• Market competitive (market for every role is defined as
net profits of the Company in a particular financial
companies from which the company attracts talent or
year, as may be determined by the Board, subject to
companies to which the company loses talent)
the overall ceilings stipulated in Section 197 of the Act.
• Driven by the role played by the individual The specific amount payable to the MD/EDs would be
• Reflective of size of the company, complexity of based on performance as evaluated by the Board or the
the sector/industry/company’s operations and the NRC and approved by the Board.
company’s capacity to pay • The Company provides the rest of the employees a
• Consistent with recognised best practices and performance linked bonus. The performance linked
bonus would be driven by the outcome of the
• Aligned to any regulatory requirements. performance appraisal process and the performance of
In terms of remuneration mix or composition the Company.

• The remuneration mix for the MD/EDs is as per the u Remuneration payable to Directors for services

contract approved by the shareholders. In case of any rendered in other capacity
change, the same would require the approval of the The remuneration payable to the Directors shall be inclusive
shareholders. of any remuneration payable for services rendered by such
Director in any other capacity unless:
• Basic/fixed salary is provided to all employees to ensure
that there is a steady income in line with their skills and (a) The services rendered are of a professional nature; and
experience.
(b) The NRC is of the opinion that the Director possesses
• In addition to the basic/fixed salary, the Company requisite qualification for the practice of the profession.
provides employees with certain perquisites, allowances
u Policy implementation

and benefits to enable a certain level of lifestyle and to
offer scope for savings and tax optimisation, where The NRC is responsible for recommending the remuneration
possible. The Company also provides all employees policy to the Board. The Board is responsible for approving
with a social security net (subject to limits) by covering and overseeing implementation of the remuneration policy.
medical expenses and hospitalisation through
re-imbursements or insurance cover and accidental On behalf of the Board of Directors
death and dismemberment through personal accident
insurance. Bhaskar Bhat R. Mukundan
Director Managing Director & CEO
• The Company provides retirement benefits as
applicable. Bengaluru, May 15, 2020 Mumbai, May 15, 2020

1
Excludes employees covered by any long term settlements or specific term contracts. The remuneration for these employees would be
driven by the respective long term settlements or contracts.

79
Annexure 5 to Board’s Report

Conservation of Energy, Technology Absorption and


Foreign Exchange Earnings and Outgo
[Pursuant to Section 134(3)(m) of the Companies Act, 2013 read with Rule 8 (3) of the Companies (Accounts) Rules, 2014]

A. Conservation of Energy
(i) The steps taken or Impact on Conservation of Energy:
Following Lean Six Sigma (‘LSS’) and non-LSS projects were undertaken during FY 2019-20:
• Reduction of Okhamadhi Solar Salt Calcium & Magnesium Impurities to reduce chemical consumption in brine purification
and cold effluent generation
• Energy optimisation at Cement Plant
• Replacement of Ammonia still preheater no. 5 and 3 to reduce efficiency loss
• Replacement of Rotary Drum Filter no. 1 at Soda Ash Plant to reduce moisture content
• Replacement of Stack cooler for Ammonia still no. 4 to improve stack cooler efficiency
• Replacement of Make-Up Water (‘MUW’)-1 plant Body 1 evaporator to improve steam economy, throughput
• Converted double effect evaporation to triple effect evaporation in MUW 4 plant phase 2 and 3
• Optimise operation of evaporator in MUW-1 plant by draw automation
• MUW-1 dryer condensate flash vapour re-utilisation done at MUW-3 plant
• MUW-4 Evaporator body dilution and wash of frequency reduced by optimising anti-scalent dosing

u Reduce specific Energy Consumption in cement plant


• Replacement of two numbers of 7-bar compressors with modular design & energy efficient machines
• Cooler fan 5 replaced with high efficiency
• Trial of combustion catalyst for reduction in specific fuel consumption
• Converted Direct Current drive of cement mill separator to Alternating Current Variable Frequency Drive to reduce power
consumption
• Replacement of air lift blowers, coal conveying blowers and aeration blowers to improve efficiency
• Installed and commissioned plastic feeding system in Calciner to reduce fuel consumption
• Installed and commissioned waste oil firing system to reduce fuel consumption

u Power plant energy efficiency projects


• Combustion Engineering High Pressure (‘CEHP’) -1 Economiser replacement
• CEHP-1 Sonic soot blower installation
• Installation of High Pressure Boiler-3 and 4 boiler automatic blowdown
• Low Pressure Turbine (‘LPT’)-6 turbine major overhauling completed

u New capital projects being done with energy efficient motors, energy efficient lighting, high efficiency distribution transformers
and Intelligent Motor Control Centres

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u Replacement conventional lamps /tubes with 1,800 efficient LED


u Building Management system installed to control the power consumption by Heating, Ventilation and Air conditioning
u Motion sensors installed on Lighting
u When steam consumption not more than 50% boiler will be kept under warm-up mode
u Steam and process condensate water recycled to boiler feed water
u Saving of 10 Horsepower power by Modifying the System and eliminating one of the Sugar charging pump. In that Energy
saving of 1860 KW per month
u Ten numbers of Solar pole light installed in New Multiple Effective Evaporation area (saving of 3.2 kw/day)
u Steam Savings by changing Double Mechanical Seal to Single dry Seal in15 KL Fermentor. In that Savings of 31 kg/hr of steam

(ii) The steps taken by the Company for utilising alternate sources of energy:
• 
At Mithapur, the Company installed solar lighting (1 Roof top 5.5. KW Solar system installed at New Power Plant substation
roof )
• At Mambattu, Rice husk or Bio Briquette are used in place of Fossil fuel & 15% Power consumed from Solar energy
• At Sriperumbudur, the Company installed 10 Solar Pole light in New Multiple Effective Evaporation area

(iii) Capital Investment on Energy Conservation Equipments:


` in crore
Sr. No. Project description Capex cost
1. MUW-1 Body 1 Evaporator replacement 7.44
2. Converted double effect evaporation to triple effect evaporation in MUW-4 plant 110.66
3. Ammonia still no. 4 Stack cooler replacement 1.36
4. Rotary Drum Filter No.1 replacement 0.92
5. Ammonia still preheater 3 & 5 replacement 2.67
6. Carbonation Tower Internet of Things (‘IIoT’) based Decision Support System 2.19
7. Building Management System 1.10
8. Motion sensor lighting/smart lighting 0.20
9. Process and steam condensate recycle to Boiler Feed Water/Water Treatment Plant 1.01
10. Mechanical installation of pipe rack and additional cable work 0.70
11. Cost of Solar pole Lights system for Multiple Effect Evaporator area 0.02
Total 128.27

B. Technology Absorption
(i) The efforts made towards Technology Absorption
• Nano sea water technology for brine purification in soda ash plant - project under executions
• Solar salt washery project is under execution
• Implementation of IoT-based Decision support system for Soda ash Carbonating tower 4, 5 & 6 Efficiency improvements
• Upgradation of Chloro Caustic Group plant electrolyser technology under commissioning
• Sequential Simulated Moving Bed (‘SSMB’) and Multi stage spray dryer at Mambattu

81
(ii) The benefits derived like product improvement, cost reduction, product development or import
substitution
• R&D efforts to attain objectives of cost reduction, energy conservation, waste minimization / recycling & reuse, related
value added products, reduction in carbon footprints and environmental improvement
• Spray dryer yield improved product & 15% energy reduction compared to tall form dryer
• SSMB yield on high purity product with less time

(iii) In case of imported technology (imported during the last three years reckoned from the beginning of
the financial year)
(a) The details of technology imported Palletiser for IVSD 50 kg bags at SSMB for purification of FOS 
Peripheral Yard and Spray Dryer for converting
liquid into powder 
(b) The year of import 2017-18 2019-20
(c) Whether the technology been fully absorbed Yes No
(d) If not fully absorbed, areas where absorption has NA Vendor patented the
not taken place and the reasons thereof technology for SSMB

(iv) The expenditure incurred on Research & Development


` in crore
2019-20 2018-19
Capital expenditure 2.13 5.69
Revenue expenditure 28.37 31.96
Total R&D expenditure 30.50 37.65
Total R&D expenditure as a percentage of net sales 1.04% 0.80%

C. Foreign Exchange Earnings and Outgo


The foreign exchange earned in terms of actual inflows during the year and the foreign exchange outgo during the year in terms of
actual outflows:
` in crore
2019-20 2018-19
Foreign Exchange Earned 115.80 82.10
Outgo of Foreign Exchange 360.23 976.46

On behalf of the Board of Directors

Bhaskar Bhat R. Mukundan


Director Managing Director & CEO
Bengaluru, May 15, 2020 Mumbai, May 15, 2020

82 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Board's Report

Annexure 6 to Board’s Report

Disclosure of Managerial Remuneration


[Pursuant to Section 197 of the Companies Act, 2013 and Rule 5(1) of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014]

A. Ratio of remuneration of each Director to the median remuneration of the employees of the Company for FY 2019-20 as
well as the percentage increase in remuneration of each Director, Chief Financial Officer (CFO) and Company Secretary are
as under:
% increase in
Ratio to median
Name of Director / Key Managerial Personnel remuneration over
remuneration
previous year
Non-Executive Directors
Mr. Bhaskar Bhat* 5.46:1 N.A.*
Ms. Vibha Paul Rishi 8.23:1 2.84
Mr. S. Padmanabhan** 1.19:1 1.39
Ms. Padmini Khare Kaicker 8.27:1 0.59
Dr. C. V. Natraj 5.54:1 N.A.#
Mr. K. B. S. Anand 1.90:1 N.A.#
Executive Directors
Mr. R. Mukundan, Managing Director & CEO 108.76:1 1.63
Mr. Zarir Langrana 52.40:1 5.08
Key Managerial Personnel
Mr. John Mulhall, CFO - (6.42)
Mr. Rajiv Chandan, General Counsel & Company Secretary - 6.12
Note: Commission relates to FY ended March 31, 2020, which will be paid during FY 2020-21.
* In line with the internal guidelines, no commission was paid to Mr. Bhaskar Bhat, Non-Executive Director of the Company, for FY 2018-19 who was
in full-time employment with other Tata company. However, Mr. Bhat is eligible to receive commission from the Company for FY 2019-20 in view of
his superannuation from Titan Company Limited as the Managing Director and CEO effective September 30, 2019. Hence, the percentage increase
in remuneration over the previous year is not applicable.
** In line with the internal guidelines, no payment is made towards commission to Mr. S. Padmanabhan, Non-Executive Director of the Company,
who is in full-time employment with other Tata company.
#  Dr. C. V. Natraj and Mr. K. B. S. Anand were appointed as Independent Directors on the Board of the Company during the year and hence the
percentage increase in remuneration over the previous year is not applicable.

B. Percentage increase in the median remuneration of employees in FY 2019-20: 14.72%


C. Number of permanent employees on the rolls of the Company as on March 31, 2020: 1,820
D. Comparison of average percentile increase in salary of employees other than the managerial personnel and the
percentile increase in the managerial remuneration:
Particular % change in remuneration
Average increase in salary of employees (other than managerial personnel) 4.40%
Average increase in remuneration of managerial personnel 2.73%

E. Affirmation:
It is affirmed that the remuneration paid to the Directors, Key Managerial Personnel and other employees is as per the Remuneration
Policy of the Company.

On behalf of the Board of Directors

Bhaskar Bhat R. Mukundan


Director Managing Director & CEO
Bengaluru, May 15, 2020 Mumbai, May 15, 2020

83
Annexure 7 to Board’s Report
Form No. MR-3

Secretarial Audit Report for the financial year ended


March 31, 2020
[Pursuant to Section 204 (1) of the Companies Act, 2013 and Rule No. 9 of the Companies (Appointment and Remuneration of Managerial
Personnel) Rules, 2014]

To, Direct Investment, Overseas Direct Investment and External


The Members, Commercial Borrowings;
Tata Chemicals Limited
We have conducted the secretarial audit of the compliance (v) The following Regulations and Guidelines prescribed under
of applicable statutory provisions and the adherence to good the Securities and Exchange Board of India Act, 1992 (‘SEBI Act’)
corporate practices by Tata Chemicals Limited (hereinafter called (a) The Securities and Exchange Board of India (Substantial
‘the Company’). Secretarial Audit was conducted in a manner Acquisition of Shares and Takeovers) Regulations, 2011;
that provided us a reasonable basis for evaluating the corporate
conducts/statutory compliances and expressing our opinion (b) The Securities and Exchange Board of India (Prohibition
thereon. of Insider Trading) Regulations, 2015;

Based on our verification of the Company’s books, papers, minute (c) The Securities and Exchange Board of India (Issue of
books, forms and returns filed and other records maintained by Capital and Disclosure Requirements) Regulations, 2018
the Company, to the extent the information provided by the and amendments from time to time; (Not applicable
Company, its officers, agents and authorised representatives to the Company during the audit period)
during the conduct of secretarial audit, the explanations and
clarifications given to us and the representations made by the (d) The Securities and Exchange Board of India (Share Based
Management and considering the relaxations granted by the Employee Benefits) Regulations, 2014; (Not applicable
Ministry of Corporate Affairs and Securities and Exchange Board to the Company during the audit period)
of India warranted due to the spread of the COVID-19 pandemic, (e) The Securities and Exchange Board of India (Issue and
we hereby report that in our opinion, the Company has, during Listing of Debt Securities) Regulations, 2008;
the audit period covering the financial year ended on March 31,
2020, generally complied with the statutory provisions listed (f) The Securities and Exchange Board of India (Registrars
hereunder and also that the Company has proper Board processes to an Issue and Share Transfer Agents) Regulations,
and compliance mechanism in place to the extent, in the manner 1993 regarding the Companies Act and dealing with
and subject to the reporting made hereinafter: client; (Not applicable to the Company during the
audit period)
We have examined the books, papers, minute books, forms
and returns filed and other records made available to us and (g) The Securities and Exchange Board of India (Delisting
maintained by the Company for the financial year ended on March of Equity Shares) Regulations, 2009; (Not applicable to
31, 2020 according to the provisions of: the Company during the audit period) and

(i) The Companies Act, 2013 (‘the Act’) and the rules made (h) The Securities and Exchange Board of India (Buyback of
thereunder; Securities) Regulations, 2018; (Not applicable to the
Company during the audit period)
(ii) The Securities Contracts (Regulation) Act, 1956 (‘SCRA’) and
the rules made thereunder; (vi) Other laws applicable specifically to the Company namely :

(iii) The Depositories Act, 1996 and the Regulations and Bye-laws 1. Food Safety and Standards Act, 2006, rules and
framed thereunder; regulations thereunder;

(iv) Foreign Exchange Management Act, 1999 and the rules 2. Legal Metrology Act, 2009 and rules and regulations
and regulations made thereunder to the extent of Foreign thereunder.

84 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Board's Report

We have also examined compliance with the applicable clauses of Global Beverages Limited) (‘TCPL’) and the Company and their
the following: respective shareholders and creditors (‘the Scheme’) for the
(i) Secretarial Standards issued by The Institute of Company demerger of the Consumer Products Business (‘CPB’) of the
Secretaries of India with respect to Board and General Company to TCPL. The Members of the Company approved
Meetings. the Scheme on October 30, 2019 by a requisite majority. The
National Company Law Tribunal (‘NCLT’), Mumbai and NCLT
(ii) The Listing Agreements entered into by the Company Kolkata, sanctioned the Scheme on January 10, 2020 and
with BSE Limited and The National Stock Exchange of January 8, 2020 respectively. The Scheme became effective
India Limited read with the SEBI (Listing Obligations and on February 7, 2020 upon filing of the certified copies of the
Disclosure Requirements) Regulations, 2015. NCLT Orders sanctioning the Scheme with the respective
jurisdictional Registrar of Companies. The Appointed Date
During the period under review, the Company has complied with
under the Scheme is April 1, 2019.
the provisions of the Act, Rules, Regulations, Guidelines, Standards
etc. mentioned above. 2. The Board of Directors of the Company at their meeting
held on March 22, 2019 approved the Scheme of Merger by
We further report that:
Absorption of Bio Energy Venture-1 (Mauritius) Pvt. Ltd., a
The Board of Directors of the Company is duly constituted with wholly owned subsidiary of the Company, by the Company
proper balance of Executive Directors, Non-Executive Directors (‘Scheme’). The NCLT Mumbai Bench, on April 23, 2020,
and Independent Directors. The changes in the composition of the sanctioned the Scheme, with an Appointed Date of April 1,
Board of Directors that took place during the period under review 2019. The Scheme is subject to the approval of the regulatory
were carried out in compliance with the provisions of the Act. authorities at Mauritius and will be made effective upon filing
of the certified copy of the NCLT Order with the Registrar of
Adequate notice was given to all Directors to schedule the Board
Companies, Maharashtra.
Meetings, agenda and detailed notes on agenda were sent at
least seven days in advance for meetings other than those held 3. During the year, the Company has redeemed its Unsecured
at shorter notice, and a system exists for seeking and obtaining Non-Convertible Debentures (NCDs) of ` 250 crore (Face
further information and clarifications on the agenda items before Value ` 10 lakhs per Debenture) with coupon rate of 10.00%
the meeting and for meaningful participation at the meeting. p.a. by making full and timely payment of the Principal
amount along with its interest on July 2, 2019. Accordingly,
Decisions at the Board Meetings were taken unanimously.
the Company has ceased to be listed on the Debt segment
We further report that there are adequate systems and processes of the Stock Exchanges and complied with the requirements
in the Company commensurate with the size and operations of in this regard.
the Company to monitor and ensure compliance with applicable
laws, rules, regulations, guidelines etc. For Parikh & Associates
Company Secretaries
We further report that during the audit period, the Company had
following events which had bearing on the Company’s affairs in
P. N. Parikh
pursuance of the above referred laws, rules, regulations, guidelines,
Partner
standards etc.: FCS No: 327 CP No: 1228
Mumbai, May 15, 2020 Udin: F000327B000243955
1. The Board of Directors of the Company at their meeting
held on May 15, 2019 approved the Scheme of Arrangement This Report is to be read with our letter of even date which is annexed
amongst Tata Consumer Products Limited (formerly Tata as Annexure A and forms an integral part of this report.

85
‘Annexure A’

To,
The Members,
Tata Chemicals Limited
Our report of even date is to be read along with this letter.
1. Maintenance of secretarial record is the responsibility of the management of the Company. Our responsibility is to express an opinion
on these secretarial records based on our audit.
2. We have followed the audit practices and process as were appropriate to obtain reasonable assurance about the correctness of
the contents of the secretarial records. The verification was done on test basis to ensure that correct facts are reflected in secretarial
records. We believe that the process and practices, we followed provide a reasonable basis for our opinion.
3. We have not verified the correctness and appropriateness of financial records and Books of Accounts of the Company.
4. Wherever required, we have obtained the Management Representation about the compliance of laws, rules and regulations and
happening of events, etc.
5. The Compliance of the provisions of Corporate and other applicable laws, rules, regulations, standards is the responsibility of
management. Our examination was limited to the verification of procedure on test basis.
6. The Secretarial Audit report is neither an assurance as to the future viability of the Company nor of the efficacy or effectiveness with
which the management has conducted the affairs of the Company.

For Parikh & Associates


Company Secretaries

P. N. Parikh
Partner
FCS No: 327 CP No: 1228
Mumbai, May 15, 2020 Udin: F000327B000243955

86 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Board's Report

Annexure 8 to Board’s Report


Form No. MGT-9

Extract of Annual Return as on the financial year


ended on March 31, 2020
[Pursuant to Section 92(3) of the Companies Act, 2013 and Rule 12(1) of the Companies (Management and Administration) Rules, 2014]

I. Registration and Other Details


i) CIN L24239MH1939PLC002893
ii) Registration Date January 23, 1939
iii) Name of the Company TATA CHEMICALS LIMITED
iv) Category / Sub-Category of the Company Public Company / Limited by shares
v) Address of the Registered Office and contact details Bombay House 24, Homi Mody Street, Fort, Mumbai – 400 001
Telephone: + 91 22 6665 8282
Email: investors@tatachemicals.com
Website: www.tatachemicals.com
vi) Whether listed company Yes
vii) Name, Address and Contact details of Registrar & TSR Darashaw Consultants Private Limited
Share Transfer Agents (RTA) Unit: Tata Chemicals Limited
6, Haji Moosa Patrawala Industrial Estate,
20 Dr. E Moses Road, Near Famous Studio,
Mahalaxmi, Mumbai – 400 011
Telephone: +91 22 6656 8484, Fax: +91 22 6656 8494
Email: csg-unit@tsrdarashaw.com
Website: www.tsrdarashaw.com
II. Principal Business Activities of the Company
All the business activities contributing 10% or more of the total As per Annexure A
turnover of the company shall be stated
III. Particulars of Holding, Subsidiary and Associate Companies As per Annexure B
IV. Shareholding Pattern (Equity Share Capital Breakup as
Percentage of Total Equity)
i) Category-wise Shareholding
ii) Shareholding of Promoters
iii) Change in Promoters’ Shareholding As per Annexure C
(please specify, if there is no change)
iv) Shareholding Pattern of top ten Shareholders (other than
Directors, Promoters and Holders of GDRs and ADRs)
v) Shareholding of Directors and Key Managerial Personnel
V. Indebtedness
Indebtedness of the Company including interest outstanding/ As per Annexure D
accrued but not due for payment
VI. Remuneration of Directors and Key Managerial Personnel
A. Remuneration to Managing Director, Whole-Time Directors
and/or Manager
As per Annexure E
B. Remuneration to other Directors
C. Remuneration to Key Managerial Personnel other than
Managing Director/ Manager/ Whole-Time Director
VII. Penalties / Punishment/ Compounding of Offences As per Annexure F

87
Annexure A
II. Principal Business Activities of the Company
All the business activities contributing 10% or more of the total turnover of the Company shall be stated:-

Sr. Name and Description of main products /services NIC Code of the % to total turnover
No. Product/Service of the Company
1. Soda Ash 20119 50.86%
2. Salt 08932 27.95%

Annexure B
III. Particulars of Holding, Subsidiary and Associate Companies
Sr. Name and Address of the Company CIN/GLN Holding/ % of Applicable
No. Subsidiary/ Shares Held Section
Associate
1. Rallis India Limited L36992MH1948PLC014083 Subsidiary 50.06% 2(87)(ii)
23rd Floor, Lodha Excelus,
New Cuffe Parade, Off Eastern Freeway,
Wadala, Mumbai 400 037
2. Ncourage Social Enterprise Foundation U74999MH2017NPL302618 Subsidiary 100% 2(87)(ii)
Ground Floor, East Wing Leela Business Park,
Andheri-Kurla Road, Andheri East,
Mumbai 400 059
3. Bio Energy Venture -1 (Mauritius) Pvt. Ltd.≠ Not applicable Subsidiary 100% 2(87)(ii)
IFS Court, Bank Street, TwentyEight,
Cybercity, Ebene 72201, Mauritius
4. Homefield Pvt. UK Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
5. Tata Chemicals Africa Holdings Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
6. Tata Chemicals South Africa (Pty) Limited Not applicable Subsidiary 100% 2(87)(ii)
140 Johnstone Road,
Maydon Wharf Durban 4001, South Africa
7. Tata Chemicals Magadi Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
8. Magadi Railway Company Limited Not applicable Subsidiary 100% 2(87)(ii)
PO Box 1, Magadi, Lake Magadi, Kenya
9. TCE Group Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
10. Natrium Holdings Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
11. Cheshire Salt Holdings Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
12. Cheshire Salt Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
13. British Salt Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
14. Brinefield Storage Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
15. Cheshire Cavity Storage 2 Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW

88 I Integrated Annual Report 2019-20


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Board's Report

Sr. Name and Address of the Company CIN/GLN Holding/ % of Applicable


No. Subsidiary/ Shares Held Section
Associate
16. Cheshire Compressor Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
17. Irish Feeds Limited Not applicable Subsidiary 100% 2(87)(ii)
Sinclair Wharf, Stormont Road, Belfast, BT3 9AA
18. New Cheshire Salt Works Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
19. Brunner Mond Group Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
20. Tata Chemicals Europe Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
21. Winnington CHP Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
22. Northwich Resource Management Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
23. Gusiute Holdings (UK) Limited Not applicable Subsidiary 100% 2(87)(ii)
Natrium House, Winnington, Cheshire CW8 4GW
24. Valley Holdings Inc. Not applicable Subsidiary 100% 2(87)(ii)
111 East Sego Lily Drive, Suite 200
Sandy UT 84070 USA
25. Tata Chemicals North America Inc. Not applicable Subsidiary 100% 2(87)(ii)
111 East Sego Lily Drive, Suite 200
Sandy UT 84070 USA
26. TCNA (UK) Limited Not applicable Subsidiary 100% 2(87)(ii)
21, Holborn, Viaduct London EC1A 2DY
27. General Chemical International Inc. Not applicable Subsidiary 100% 2(87)(ii)
111 East Sego Lily Drive, Suite 200
Sandy UT 84070 USA
28. NHO Canada Holdings Inc. Not applicable Subsidiary 100% 2(87)(ii)
111 East Sego Lily Drive, Suite 200
Sandy UT 84070 USA
29. TCSAP Holdings* Not applicable Subsidiary 100% ^ 2(87)(ii)
111 East Sego Lily Drive, Suite 200
Sandy UT 84070 USA
30. TCSAP LLC Not applicable Subsidiary 100% ^ 2(87)(ii)
111 East Sego Lily Drive, Suite 200
Sandy UT 84070 USA
31. Tata Chemicals (Soda Ash) partners (TCSAP)* Not applicable Subsidiary 100% ^ 2(87)(ii)
111 East Sego Lily Drive, Suite 200
Sandy UT 84070 USA
32. Tata Chemicals International Pte. Ltd Not applicable Subsidiary 100% 2(87)(ii)
78 Shenton Way # 17-01/02 Singapore 079 120
33. Rallis Chemistry Exports Ltd.@ U74990MH2009PLC193869 Subsidiary 100% 2(87)(ii)
156/157, 15th Floor, Nariman Bhavan
227, Nariman Point, Mumbai 400 021

89
Sr. Name and Address of the Company CIN/GLN Holding/ % of Applicable
No. Subsidiary/ Shares Held Section
Associate
34. PT Metahelix Lifesciences Indonesia# Not applicable Subsidiary 65.77% 2(87)(ii)
Jl. Batu Tulis Raya, No 17 PAV Kel. Kebon Kelapa,
Kec. Gambir Jakarta Pusat
35. Zero Waste Agro Organics Limited∞ U01400PN2011PLC141307 Subsidiary 100% 2(87)(ii)
Kapil Towers, First Floor, S. No. 40-1/B
Near Sagam Bridge, Dr. Ambedkar Road,
Pune 411 001
36. Alcad^^ Not applicable Joint Venture 50% 2(6)
111 East Sego Lily Drive, Suite 200
Sandy UT 84070 USA
37. Indo Maroc Phosphore S.A. Not applicable Joint Venture 33.33% 2(6)
Immeuble OCP -1, Rue Alabtal Erraha,
Casablanca, Maroc
38. JOil (S) Pte. Ltd.% Not applicable Joint Venture 33.78% 2(6)
1 Research Link, Singapore 117 604
39. The Block Salt Company Limited& Not applicable Joint Venture 50% 2(6)
Fourth Floor Abbots House, Abbey Street,
Reading, Berkshire, RG1 3BD
40. Tata Industries Limited U44003MH1945PLC004403 Joint Venture 9.13% 2(6)
Bombay House 24, Homi Mody Street, Fort
Mumbai 400 001

Note:
≠ The NCLT, Mumbai Bench on April 23, 2020 sanctioned the Scheme of Merger by Absorption between the Company and Bio Energy Venture-1
(Mauritius) Pvt. Ltd. (‘Bio-1’), a wholly owned subsidiary of the Company, with an Appointed Date of April 1, 2019. The Scheme is subject to the
approval of the regulatory authorities at Mauritius
* A general partnership formed under the laws of the State of Delaware (USA)
^ The Company through its wholly-owned subsidiary, Valley Holdings, Inc., has acquired the remaining 25% partnership interest in Tata Chemicals
(Soda Ash) Partners Holdings. With this acquisition, the Company has increased its ownership in the said company from 75% to 100 % w.e.f.
December 19, 2019
@ Rallis India Limited is holding 100% in Rallis Chemistry Exports Limited (‘Rallis Chemistry’). Rallis Chemistry has made an application to the

Registrar of Companies for removal of its name from the Register of Companies for which the approval is awaited
# PT Metahelix Lifesciences Indonesia (‘PT Metahelix’) was a subsidiary of Metahelix Life Sciences Limited (‘Metahelix’). Metahelix has now merged

into Rallis India Limited (‘Rallis’) w.e.f. February 1, 2020 and hence PT Metahelix is now a direct subsidiary of Rallis. Rallis is holding 65.77% in PT
Metahelix
∞ Rallis India Limited is holding 100% in Zero Waste Organics Limited. During the year, the NCLT, Mumbai Bench sanctioned the merger of Zero

Waste Agro Organics Limited with Rallis. The certified copy of Order of NCLT is awaited
^^ A general partnership formed under the laws of the State of Delaware (USA) wherein TCSAP is holding 50%
& New Cheshire Salt Works Limited is holding 50%

% TCIPL is holding 33.78%

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Integrated Report Statutory Reports Financial Statements
Board's Report

Annexure C
IV. Shareholding Pattern (Equity Share Capital breakup as percentage of Total Equity)
i) Category-wise Shareholding
Number of shares held at Number of shares held at %
Category Category of the beginning of the year April 1, 2019 the end of the year March 31, 2020 change
code Shareholders % of % of during
(I) (II) Demat Physical Total Total Demat Physical Total Total the
Shares Shares year
(A) Promoters              
(1) Indian              
(a) Individuals / Hindu 0 0 0 0.00 0 0 0 0.00 0.00
Undivided Family
(b) Central Government 0 0 0 0.00 0 0 0 0.00 0.00
(c) State Government(s) 0 0 0 0.00 0 0 0 0.00 0.00
(d) Bodies Corporate 7,80,27,743 200 7,80,27,943 30.63 8,81,14,481 50 8,81,14,531 34.59 3.96
(e) Banks / Financial 0 0 0 0.00 0 0 0 0.00 0.00
Institutions
(f ) Any Other 0 0 0 0.00 0 0 0 0.00 0.00
  - Trust 0 0 0 0.00 0 0 0 0.00 0.00
Sub-Total (A) (1) 7,80,27,743 200 7,80,27,943 30.63 8,81,14,481 50 8,81,14,531 34.59 3.96
(2) Foreign                  
(a) NRIs - Individuals 0 0 0 0.00 0 0 0 0.00 0.00
(b) Other Individuals 0 0 0 0.00 0 0 0 0.00 0.00
(c) Bodies Corporate 0 0 0 0.00 0 0 0 0.00 0.00
(d) Banks / Financial 0 0 0 0.00 0 0 0 0.00 0.00
Institutions
(e) Qualified Foreign 0 0 0 0.00 0 0 0 0.00 0.00
Investors
(f ) Any Other 0 0 0 0.00 0 0 0 0.00 0.00
Sub-Total (A) (2) 0 0 0 0.00 0 0 0 0.00 0.00
Total Shareholding of 7,80,27,743 200 7,80,27,943 30.63 8,81,14,481 50 8,81,14,531 34.59 3.96
Promoter (A) =
(A)(1)+(A)(2)
(B) Public Shareholding                  
(1) Institutions              
(a) Mutual Funds/UTI 5,70,44,457 19,309 5,70,63,766 22.40 4,76,08,073 16,954 4,76,25,027 18.69 (3.71)
(b) Banks / Financial 11,13,427 35,075 11,48,502 0.45 1,26,743 34,975 1,61,718 0.06 (0.39)
Institutions
(c) Cental Government(s) 0 0 0 0.00 0 0 0 0.00 0.00
(d) State Government(s) 350 71,598 71,948 0.03 350 71,598 71,948 0.03 0.00
(e) Venture Capital Funds 0 0 0 0.00 0 0 0 0.00 0.00
(f ) Insurance Companies 3,82,08,310 162 3,82,08,472 15.00 3,91,09,905 162 3,91,10,067 15.35 0.35
(g) Foreign Institutional 2,57,08,772 1,840 2,57,10,612 10.09 2,36,80,248 1,840 2,36,82,088 9.30 (0.79)
Investors / FPIs Corp
(h) Foreign Venture Capital 0 0 0 0.00 0 0 0 0.00 0.00
Investors
(i) Any Other
  - Alternative 11,000 0 11,000 0.00 1,60,000 0 1,60,000 0.06 0.06
Investment Fund
Sub-Total (B) (1) 12,20,86,316 1,27,984 12,22,14,300 47.97 11,06,85,319 1,25,529 11,08,10,848 43.50 (4.48)

91
Number of shares held at Number of shares held at %
Category Category of the beginning of the year April 1, 2019 the end of the year March 31, 2020 change
code Shareholders % of % of during
(I) (II) Demat Physical Total Total Demat Physical Total Total the
Shares Shares year
(2) Non-Institutions                  
(a) Bodies Corporate  
i Indian 28,97,884 61,446 29,59,330 1.16 26,89,901 57,379 27,47,280 1.08 (0.08)
ii Overseas 0 0 0 0.00 0 0 0 0.00 0.00
(b) Individuals                  
i Individual 3,48,51,308 47,40,523 3,95,91,831 15.54 3,55,24,086 41,82,599 3,97,06,685 15.59 0.05
shareholders holding
nominal share capital
upto ` 1 lakh
ii Individual 49,39,756 1,82,177 51,21,933 2.01 54,68,111 1,82,177 56,50,288 2.22 0.21
shareholders holding
nominal share capital
in excess of
` 1 lakh
(c) Any Other
  - Bodies Corporate 11,883 0 11,883 0.00 7,370 0 7,370 0.00 0.00
NBFC
  - Clearing Members 9,81,125 0 9,81,125 0.39 15,53,515 0 15,53,515 0.61 0.22
  - Director or Director’s 4,166 0 4,166 0.00 4,375 0 4,375 0.00 0.00
Relatives
  - Foreign Nationals 906 0 906 0.00 906 0 906 0.00 0.00
  - Foreign Nationals - 0 0 0 0.00 0 0 0 0.00 0.00
DR
  - Foreign Portfolio 77 0 77 0.00 77 0 77 0.00 0.00
Investors
  - HUF 13,24,981 205 13,25,186 0.52 14,63,131 80 14,63,211 0.57 0.05
  - IEPF 10,99,221 0 10,99,221 0.43 11,98,540 0 11,98,540 0.47 0.04
  - LLP 1,71,877 0 1,71,877 0.07 11,88,966 0 11,88,966 0.47 0.40
  - Non-Resident Indians 17,80,906 1,07,532 18,88,438 0.74 20,13,290 96,772 21,10,062 0.83 0.09
  - Trusts 13,57,919 143 13,58,062 0.53 1,73,300 127 1,73,427 0.07 (0.47)
  Others - Insurance 0 0 0 0.00 26,197 0 26,197 0.01 0.01
Company Registered
with IRDA
Sub-Total (B) (2) 50,92,026 5,45,14,035 21.40 5,13,11,765 45,19,134 5,58,30,899 21.92 0.52
Total Public 52,20,010 17,67,28,335 69.37 16,19,97,084 46,44,663 16,66,41,747 65.41 (3.96)
Shareholding
(B) = (B)(1)+(B)(2)
TOTAL (A)+(B) 52,20,210 25,47,56,278 100.00 25,01,11,565 46,44,713 25,47,56,278 100.00 0.00
(C) Shares held by 0 0 0 0.00 0 0 0 0.00 0.00
Custodians for GDRs
& ADRs
1 Promoter and Promoter 0 0 0 0.00 0 0 0 0.00 0.00
Group
2 Public 0 0 0 0.00 0 0 0 0.00 0.00
GRAND TOTAL (A)+(B)+(C) 24,95,36,068 52,20,210 25,47,56,278 100.00 25,01,11,565 46,44,713 25,47,56,278 100.00 0.00

92 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Board's Report

ii) Shareholding of Promoters (Including Promoter Group)


Shareholding at the beginning Shareholding at the end
of the year April 1, 2019 of the year March 31, 2020
%
Sr. % of Shares % of Shares change
Name of the Shareholder % of total % of total
No. pledged / pledged / during
No. of Shares No. of Shares
encumbered encumbered the year
Shares of the Shares of the
to total to total
Company Company
shares shares
Promoter:
1. Tata Sons Private Limited 5,97,86,423 23.47 0.00 7,26,25,673 28.51 0.00 5.04
Promoter Group:
2. Tata Investment Corporation Limited 1,52,00,001 5.97 0.00 1,52,00,001 5.97 0.00 0.00
3. Voltas Limited 2,00,440 0.08 0.00 2,00,440 0.08 0.00 0.00
4. Tata Industries Limited 77,647 0.03 0.00 77,647 0.03 0.00 0.00
5. Tata Motors Finance Limited 10,060 0.00 0.00 10,060 0.00 0.00 0.00
6. Titan Company Limited 560 0.00 0.00 560 0.00 0.00 0.00
7. Tata Coffee Limited 1,60,000 0.06 0.00 150 0.00 0.00 (0.06)
8. Tata Consumer Products Limited 7,05,522 0.28 0.00 0 0.00 0.00 (0.28)
(erstwhile Tata Global Beverages Limited)
9. Ewart Investments Limited 13,69,290 0.54 0.00 0 0.00 0.00 (0.54)
10. Simto Investment Company Limited 5,18,000 0.20 0.00 0 0.00 0.00 (0.20)
11. Tata Motors Limited 0 0.00 0.00 0 0.00 0.00 0.00
12. Sir Dorabji Tata Trust 0 0.00 0.00 0 0.00 0.00 0.00
13. Sir Ratan Tata Trust 0 0.00 0.00 0 0.00 0.00 0.00
14. J R D Tata Trust 0 0.00 0.00 0 0.00 0.00 0.00
Total 7,80,27,943 30.63 0.00 8,81,14,531 34.59 0.00 3.96

93
iii) Change in Promoters (Including Promoter Group) Shareholding
Shareholding at the Cumulative
Increase/(decrease)
beginning of the year Shareholding
in shareholding
(as on April 1, 2019) during the year
Sr.
Name of the Shareholder % of total Date Reason % of total % of total
No.
No. of Shares No. of Shares No. of Shares
Shares of the Shares of the Shares of the
Company Company Company

Promoter:
1. Tata Sons Private Limited (‘TSPL’) 5,97,86,423 23.47 December 23, 2019 Bought from the market 4,73,073 0.18 6,02,59,496 23.65
December 24, 2019 Bought from the market 6,72,566 0.27 6,09,32,062 23.92
February 6, 2020 Bought from the market 60,003 0.02 6,09,92,065 23.94
February 7, 2020 Bought from the market 6,03,431 0.24 6,15,95,496 24.18
February 18, 2020 Bought from TCPL, 27,52,662 1.08 6,43,48,158 25.26
Ewart, Simto and Tata
Coffee, Promoter group
companies (inter-se
transfer)
February 25, 2020 Bought from the market 21,02,935 0.82 6,64,51,093 26.08
February 26, 2020 Bought from the market 15,99,107 0.63 6,80,50,200 26.71
February 27, 2020 Bought from the market 11,35,418 0.45 6,91,85,618 27.16
February 28, 2020 Bought from the market 88,38,31 0.34 7,00,69,449 27.50
March 2, 2020 Bought from the market 11,65,483 0.46 7,12,34,932 27.96
March 3, 2020 Bought from the market 9,07,111 0.36 7,21,42,043 28.32
March 13, 2020 Bought from the market 4,83,630 0.19 7,26,25,673 28.51
Promoter Group:
2. Tata Investment Corporation 1,52,00,001 5.97 - - - - 1,52,00,001 5.97
Limited
3. Tata Consumer Products Limited 7,05,522 0.28 February 18, 2020 Sale of Shares to TSPL, 7,05,522 0.28 0 0.00
(‘TCPL’) (erstwhile Tata Global Promoter
Beverages Limited)
4. Ewart Investments Limited 13,69,290 0.54 February 18, 2020 Sale of Shares to TSPL, 13,69,290 0.54 0 0.00
(‘Ewart’) Promoter
5. Simto Investment Company 5,18,000 0.20 February 18, 2020 Sale of Shares to TSPL, 5,18,000 0.20 0 0.00
Limited (‘Simto’) Promoter
6. Voltas Limited 2,00,440 0.08 - - - - 2,00,440 0.08
7. Tata Coffee Limited (‘Tata Coffee’) 1,60,000 0.06 February 18, 2020 Sale of Shares to TSPL, 1,59,850 0.06 150 0.00
Promoter
8. Tata Industries Limited 77,647 0.03 - - - - 77,647 0.03
9. Tata Motors Finance Limited 10,060 0.00 - - - - 10,060 0.00
10. Titan Company Limited 560 0.00 - - - - 560 0.00
11. Sir Dorabji Tata Trust 0 0.00 - - - - 0 0.00
12. Tata Motors Limited 0 0.00 - - - - 0 0.00
13. Sir Ratan Tata Trust 0 0.00 - - - - 0 0.00
14. J R D Tata Trust 0 0.00 - - - - 0 0.00

94 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Board's Report

iv) Shareholding Pattern of top 10 shareholders (other than Directors, Promoters and Holders of GDRs and ADRs)
Cumulative Shareholding
Shareholding
during the year
Name of the Shareholder
Sr. No. % of total % of total
 
No. of Shares shares of the No. of Shares shares of the
Company Company
1. Life Insurance Corporation of India        
At the beginning of the year 1,55,71,496 6.11 1,55,71,496 6.11
Bought during the year 1,82,46,576 7.16 3,38,18,072 13.27
Sold during the year 1,69,34,036 6.64 1,68,84,036 6.64
At the end of the year 1,68,84,036 6.63 1,68,84,036 6.63
2. ICICI Prudential Mutual Fund        
At the beginning of the year 84,30,295 3.31 84,30,295 3.31
Bought during the year 2,75,18,617 10.80 3,59,48,912 14.11
Sold during the year 1,98,69,271 7.80 1,60,79,641 6.31
At the end of the year 1,60,79,641 6.31 1,60,79,641 6.31
3. HDFC Trustee Company Limited        
At the beginning of the year 2,26,13,010 8.88 2,26,13,010 8.88
Bought during the year 1,21,79,410 4.78 3,47,92,420 13.66
Sold during the year 2,37,74,260 9.34 1,10,18,160 4.32
At the end of the year 1,10,18,160 4.32 1,10,18,160 4.32
4. Mirae Asset Mutual Fund        
At the beginning of the year 24,18,252 0.95 24,18,252 0.95
Bought during the year 1,15,03,933 4.51 1,39,22,185 5.46
Sold during the year 73,18,902 2.87 66,03,283 2.59
At the end of the year 66,03,283 2.59 66,03,283 2.59
5. ICICI Prudential Life Insurance Company Limited        
At the beginning of the year 73,50,149 2.89 73,50,149 2.89
Bought during the year 60,51,186 2.37 1,34,01,335 5.26
Sold during the year 79,32,366 3.11 54,68,969 2.15
At the end of the year 54,68,969 2.15 54,68,969 2.15
6. Templeton India Equity Income Fund        
At the beginning of the year 32,16,098 1.26 32,16,098 1.26
Bought during the year 1,10,37,898 4.34 1,42,53,996 5.60
Sold during the year 95,41,839 3.75 47,12,157 1.85
At the end of the year 47,12,157 1.85 47,12,157 1.85
7. Franklin Templeton Investment Funds        
At the beginning of the year 40,67,639 1.60 40,67,639 1.60
Bought during the year 38,48,839 1.51 79,16,478 3.11
Sold during the year 40,69,739 1.60 38,46,739 1.51
At the end of the year 38,46,739 1.51 38,46,739 1.51
8. United India Insurance Company Limited        
At the beginning of the year 21,78,414 0.86 21,78,414 0.86
Bought during the year 41,37,638 1.62 63,16,052 2.48
Sold during the year 31,58,026 1.24 31,58,026 1.24
At the end of the year 31,58,026 1.24 31,58,026 1.24
9. Bajaj Allianz Life Insurance Company Limited        
At the beginning of the year - 0.00 - 0.00
Bought during the year 59,28,310 2.33 59,28,310 2.33
Sold during the year 30,55,114 1.20 28,73,196 1.13
At the end of the year 28,73,196 1.13 28,73,196 1.13

95
Cumulative Shareholding
Shareholding
during the year
Name of the Shareholder
Sr. No. % of total % of total
 
No. of Shares shares of the No. of Shares shares of the
Company Company
10. General Insurance Corporation of India        
At the beginning of the year 32,00,005 1.26 32,00,005 1.26
Bought during the year 28,00,000 1.10 60,00,005 2.36
Sold during the year 32,00,000 1.26 28,00,005 1.10
At the end of the year 28,00,005 1.10 28,00,005 1.10
11. Aditya Birla Sun Life Trustee Private Limited        
At the beginning of the year 75,38,019 2.96 75,38,019 2.96
Bought during the year 35,13,571 1.38 1,10,51,590 4.34
Sold during the year 82,85,719 3.25 27,65,871 1.09
At the end of the year 27,65,871 1.09 27,65,871 1.09
12. The New India Assurance Company Limited        
At the beginning of the year 27,29,671 1.07 27,29,671 1.07
Bought during the year 29,13,698 1.15 56,43,369 2.22
Sold during the year 29,20,024 1.15 27,23,345 1.07
At the end of the year 27,23,345 1.07 27,23,345 1.07
13. Baron Emerging Markets Fund        
At the beginning of the year 37,96,340 1.49 37,96,340 1.49
Bought during the year - 0.00 37,96,340 1.49
Sold during the year 37,96,340 1.49 - 0.00
At the end of the year - 0.00 - 0.00
Note:
1. The above information is based on the weekly beneficiary position received from the depositories
2. 
The date-wise increase/decrease in shareholding of the top 10 shareholders is available on the website of the Company
https://www.tatachemicals.com/Investors/AGM-documents

v) Shareholding of Directors and Key Management Personnel (KMP)


Cumulative shareholding
Shareholding
during the year
Sr.
Name of Directors/KMP % of total % of total
No.
No. of Shares shares of the No. of Shares shares of the
Company Company
1. Dr. C. V. Natraj (Independent, Non-Executive Director)
At the beginning of the year 0 0.00 0 0.00
At the end of the year 209 0.00 209 0.00
2. Mr. R. Mukundan (Managing Director & CEO)
At the beginning of the year 500 0.00 500 0.00
At the end of the year 500 0.00 500 0.00
3. Mr. Zarir Langrana (Executive Director)
At the beginning of the year 3,666 0.00 3,666 0.00
At the end of the year 3,666 0.00 3,666 0.00
Note:
1. Mr. Bhaskar Bhat, Ms. Vibha Paul Rishi, Ms. Padmini Khare Kaicker, Mr. S. Padmanabhan and Mr. K. B. S. Anand do not hold any shares
of the Company.
2. Mr. John Mulhall, Chief Financial Officer and Mr. Rajiv Chandan, General Counsel & Company Secretary, Key Managerial Personnel, do
not hold any shares of the Company.

96 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Board's Report

Annexure D
V. Indebtedness
Indebtedness of the Company including interest outstanding/accrued but not due for payment:
`  in crore
Particulars Secured Loans Unsecured Deposits Total
excluding deposits Loans Indebtedness
Indebtedness at the beginning of the financial year
i) Principal Amount 19.83 688.09 - 707.92
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - 27.74 - 27.74
Total (i+ii+iii) 19.83 715.83 - 735.66
Change in Indebtedness during the financial year*
• Addition - - - -
• Reduction 5.07 715.83 - 720.90
Net Change (5.07) (715.83) - (720.90)
Indebtedness at the end of the financial year
i) Principal Amount 14.76 - - 14.76
ii) Interest due but not paid - - - -
iii) Interest accrued but not due - - - -
Total (i+ii+iii) 14.76 - - 14.76
* Includes interest accrued but not due

Annexure E
VI. Remuneration of Directors and Key Managerial Personnel
A. Remuneration to Managing Director, Whole-time Directors and/or Manager:
(`)
Mr. R. Mukundan Mr. Zarir Langrana
Sr.
Particulars of Remuneration Managing
No. Executive Director
Director & CEO
1. Gross Salary 2,99,91,072 1,62,03,435
(a) Salary as per provisions contained in Section 17(1) of the Income Tax Act, 1961 52,812 26,898
(b) Value of perquisites under Section 17(2) of the Income Tax Act, 1961 - -
(c) Profits in lieu of salary under Section 17(3) of the Income Tax Act, 1961 - -
2. Stock Options - -
3. Sweat Equity - -
4. Commission
- as % of profit
- others, specify...Performance-based 3,55,00,000* 1,42,50,000*
5. Others (Contribution to PF and SAF, as applicable) 14,32,080 17,86,050
Total 6,69,75,964 3,22,66,383
Ceiling as per the Act (@10% of the net profits of the Company
86.49 crore
calculated as per Section 198 of the Companies Act, 2013)
* Commission relates to FY 2019-20, which will be paid during FY 2020-21

97
B. Remuneration to other Directors:
(`)
Sr. Fee for attending Board/ Others,
Particulars Commission Total Amount
No. Committee Meetings please specify
I. Independent Directors
1. Mr. Nasser Munjee# 2,10,000 16,00,000 - 18,10,000
2. Dr. Y. S. P. Thorat# 3,10,000 24,00,000 - 27,10,000
3. Ms. Vibha Paul Rishi 5,70,000 45,00,000 - 50,70,000
4. Ms. Padmini Khare Kaicker 5,90,000 45,00,000 - 50,90,000
5. Dr. C. V. Natraj^ 4,10,000 30,00,000 - 34,10,000
6. Mr. K. B. S. Anand$ 1,70,000 10,00,000 - 11,70,000
Total (1) 22,60,000 1,70,00,000 - 1,92,60,000
II. Other Non-Executive Directors
7. Mr. Bhaskar Bhat 3,60,000 30,00,000* - 33,60,000
8. Mr. S. Padmanabhan 7,30,000 ** - 7,30,000
Total (2) 10,90,000 30,00,000 - 40,90,000
Total Managerial Remuneration (1+2) 33,50,000 2,00,00,000 - 2,33,50,000
Ceiling as per the Act (@ 1% of the net profits of the Company calculated as per Section 198 of the Companies Act, 2013) 8.65 crore
* In line with the internal guidelines, no commission was paid to Mr. Bhaskar Bhat, Non-Executive Director of the Company, for FY 2018-19 who
was in full-time employment with other Tata company. However, Mr. Bhat is eligible to receive commission from the Company for FY 2019-20
in view of his superannuation from Titan Company Limited as the Managing Director and CEO effective September 30, 2019
** In line with the internal guidelines, no payment is made towards commission to Mr. S. Padmanabhan, Non-Executive Director of the Company, who is in
full-time employment with other Tata company
# Retired as Independent Director of the Company with effect from August 20, 2019 upon completion of tenure

^ Appointed as Non-Executive Independent Director with effect from August 8, 2019

$ Appointed as Non-Executive Independent Director with effect from October 15, 2019

Note: Ceiling limits are for FY 2019-20. Commission relates to FY 2019-20, which will be paid during FY 2020-21

C. Remuneration to Key Managerial Personnel other than Managing Director / Manager / Whole-Time Director:
(` )
Key Managerial Personnel
Sr. John Mulhall Rajiv Chandan
Particulars of Remuneration
No. Chief Financial General Counsel &
Officer Company Secretary
1. Gross Salary
(a) Salary as per provisions contained in Section 17(1) of the Income Tax Act, 1961 2,91,89,943 1,56,89,348
(b) Value of perquisites under Section 17(2) of the Income Tax Act, 1961 37,54,937 32,511
(c) Profits in lieu of salary under Section 17(3) of the Income Tax Act, 1961 - -
2. Stock Options - -
3. Sweat Equity - -
4. Commission NA NA
5. Others (Contribution to PF and Superannuation), as applicable 6,35,904 10,43,928
Total 3,35,80,784 1,67,65,787

98 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Board's Report

Annexure F
VII. Penalties / Punishment / Compounding of Offences:
Details of Penalty/ Authority Appeal made,
Brief
Type Section of the Companies Act Punishment/ Compounding [RD/ NCLT/ if any
Description
fees imposed Court] (give Details)
A. COMPANY
Penalty
Punishment None
Compounding
B. DIRECTORS
Penalty
Punishment None
Compounding
C. OTHER OFFICERS IN DEFAULT
Penalty
Punishment None
Compounding

On behalf of the Board of Directors

Bhaskar Bhat R. Mukundan


Director Managing Director & CEO
Bengaluru, May 15, 2020 Mumbai, May 15, 2020

99
Management Discussion and Analysis

Business Environment commodity prices, which will have a severe impact on economic
Global Economic Outlook activity, including commodity exports. Overall, the group of
Emerging Market and Developing Economies is projected to
The global slowdown of the Calendar Year (‘CY’) 2019, caused by
contract from 3.7% in CY 2019 to (1.0)% in CY 2020 before picking
the US-China trade war, Brexit concerns and region-specific crises
up to 6.6% in CY 2021.
in Asia and Africa, has been exacerbated by the novel coronavirus
outbreak of early CY 2020. Protecting lives and allowing health
India and China are the only two countries in the world to maintain
care systems to cope with the Covid-19 pandemic has required
a positive growth rate in CY 2020, though at a low 1.9% and 1.2%,
isolation, lockdowns and widespread closures of non-essential
respectively. In CY 2021, China is expected to lead the global
services, including the manufacturing of most goods. As a result,
rebound with 9.2%, following by India with 7.4% and the Asean 5
the global economy is projected to contract sharply by around 3%
(Indonesia, Malaysia, the Philippines, Singapore and Thailand) with
in 2020, worse than it fared during the Financial Year (‘FY’) 2008-09
a collective 7.8%.
financial crisis, as per the World Economic Outlook (‘WEO’) of April
2020 released by the International Monetary Fund (‘IMF’).
In China, indicators such as industrial production, retail sales and
The growth forecast is marked down by more than 6% relative fixed asset investment suggest that the contraction in economic
to the October 2019 and January 2020 projections by IMF – an activity in the first quarter could have been about 8% year-on-year
extraordinary revision over such a short period of time. However, (‘YoY’).
global growth is expected to rebound to 5.8% in CY 2021, well
above the trend, reflecting the normalisation of economic activity India’s GDP decelerated to its lowest in over six years in the third
based on inherent strengths. quarter of FY 2019-20 as per KPMG April 2020 report on the
‘Potential Impact of Covid-19 on the Indian Economy’.
Growth in the Advanced Economies group, where several nations
are experiencing widespread outbreaks and are deploying Key considerations for the outlook:
containment measures, is projected at (6.1)% in CY 2020. The
Advanced Economies group is forecast to grow at 4.5% in CY 2021. • Amplification channels: Financial markets are sharply
repricing due to an increase in uncertainty and the sudden
Growth in the United States (‘US’) is expected to drop from 2.3% in materialisation of extensive disruptions to economic activity.
CY 2019 to (5.9)% in CY 2020, before recovering to 4.7% in CY 2021. The flight to safe assets and rush to liquidity have put
In the first quarter of FY 2019-20, GDP growth could show a significant upward pressure on borrowing costs and credit
significant impact of Covid-19 due to a complete shutdown of has become scarcer, aggravating financial strains.
economic activities from March 2020. The second and third quarter
of FY 2019-20 are expected to reveal a large adverse impact from • Early indications of severe economic fallout: The economic
falling consumption, business investment and exports. impact of Covid-19 is already visible in the countries most
affected by the outbreak. For example, in China, industrial
The United Kingdom (‘UK’) economic growth is expected to slow
production, retail sales and fixed asset investment dropped
sharply in CY 2020 amid disruption caused by the coronavirus.
dramatically in January 2020 and February 2020.
Growth is expected to be (6.5)% in CY 2020 as against 1.4% in
CY 2019. The figure is expected to rebound to 4% in CY 2021.
• A sharp drop in commodity prices: The fast deterioration
Most economies in the group are forecast to contract this year, of the global economic outlook following the pandemic and
including Japan (5.2%), Germany (7%), France (7.2%), Italy (9.1%) the breakdown of the OPEC+ (Organization of the Petroleum
and Spain (8.0%). Exporting Countries including Russia and other non-OPEC oil
exporters) agreement have weighed heavily on commodity
Among Emerging Market and Developing Economies, all countries prices. Base metal prices, natural gas prices and crude oil
face a health crisis, severe external demand shock and a plunge in prices dropped drastically since mid-March 2020.

100 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

• Tight financial conditions: Equity markets have sold off • Restrictions in free trade or domestic policy measures,
dramatically; high-yield corporate and emerging market leading to import restrictions and providing an opportunity
sovereign spreads have widened significantly; and portfolio to boost domestic industry.
flows to emerging market funds have reversed, particularly Source: IMF World Economic Outlook (WEO), April 2020 released on April 14,
in the case of hard currency bonds and equities. Signs of 2020; KPMG report on Potential Impact of Indian Economy-April 2020, OECD
dollar funding shortages have emerged amid the general Interim Economic Assessment, March 2, 2020
rebalancing of portfolios towards cash and safe assets.
Domestic Economic Outlook
Risks
The January 2020 growth forecast of FY 2020-21 for the Indian
Even after the severe downgrade to global growth, downside risks
economy has slashed to 1.9% from 5.8%. This comes at a time
to the outlook persist.
when the global economy has hit the worst recession since the
The key risks are: Great Depression as a result of the collapse in economic activity
1. The effects of the health crisis on economic activity and due to the coronavirus-induced lockdown.
financial markets could turn out to be stronger and longer
lasting than initially estimated, testing the limits of central In its latest World Economic Outlook report, the IMF projects a
banks to backstop the financial system and further raising rebound in the growth of the Indian economy in CY 2021, at
the fiscal burden of the shock. a rate of 7.4% and FY 2019-20 growth at 4.2%, down from 4.8%
as estimated in January 2020. India has been placed among the
2. As of mid-May 2020, the path of the Covid-19 pandemic
fastest-growing emerging economies of the world.
remains uncertain. Strong containment efforts to slow the
spread of the virus may need to remain in force for longer
India is among the handful of countries which is projected to cling
than first half of CY 2020 if the pandemic proves to be more
on to a positive growth rate at 1.9% and this is the highest GDP
persistent than assumed in the WEO baseline.
growth rate among the G-20 economies, as estimated by the IMF.
3. For several reasons, the recovery of the global economy
could be weaker than expected even after the pandemic GDP in India is expected to reach US$ 2,950 billion by the end of
recedes for now. These reasons include lingering uncertainty CY 2020, according to Trading Economics global macro models and
about the return of the contagion, confidence failing to analysts’ expectations. In the long term, India’s GDP is projected to
improve, establishment closures, massive job losses and trend around US$ 3,100 billion in CY 2021 and US$ 3,200 billion in
purchasing power erosion and structural shifts in business CY 2022.
and household behaviour, leading to more supply chain
disruptions and weak aggregate demand. India’s foreign exchange reserves slumped by US$11.98 billion
during the week ended March 20 and stood at US$ 469.9 billion as
4. Related to the uncertainty around Covid-19, an extended the central bank sold to arrest the slide of the rupee, but it was still
risk-off episode in financial markets and tightening of better compared to US$ 447.8 billion at end-March 2019.
financial conditions could cause deeper and longer-lasting
downturns in a number of countries. India’s Foreign Direct Investment (FDI) equity inflows reached
US$ 436.47 billion between April 2000 and June 2019 with maximum
Nevertheless, governments could help stabilise the economies contribution from services, computer software and hardware,
through the following interventions: telecommunications, construction, trading and automobiles.
• Framing effective policies such as shared economic policy
objectives across countries, substantial targeted fiscal, Merchandise exports and imports (in US$ terms) declined by 1.9%
monetary and financial market measures to help affected and 8.1%, respectively, in April 2019-January 2020.
households and businesses in advanced economies,
emerging markets as well as developing economies. Oil imports declined by 9.2% and non-oil imports declined by
7.7% in April 2019-January 2020. During April 2019-January 2020,
• Provision of liquidity and credit guarantees, loan restructuring, merchandise trade deficit was US$ 133.3 billion, lower as compared
broad-based fiscal stimulus where financing constraints to US$ 163.3 billion in April 2018-January 2019.
permit (such as public infrastructure investment or across-
the-board tax cuts). This may pre-empt a steeper decline in The fixed investment rate (ratio of gross fixed capital formation
confidence in economies facing financial constraints, help to GDP) is estimated at 27.5% in FY 2019-20 against 29.0% in
lift aggregate demand, curb bankruptcies and avert an even FY 2018-19. The growth in real fixed investment is estimated to
deeper downturn. decline at 0.6% in FY 2019-20 compared to 9.8% in FY 2018-19.

101
The Index of Industrial Production (‘IIP’) registered a growth prioritising project governance according to Covid-19 affected
of 0.5% in April-December 2019, as compared to 4.7% during regions and leveraging business continuity planning are key to
April-December 2018. IIP of the manufacturing sector declined overcoming the situation.
by 1.2% in December 2019, as compared to a growth of 2.9% in
December 2018. Global Trend: Uncertainty for the world, possibilities for India (as
per KPMG Report on Indian Chemicals Industry, February 2020)
Growth of bank credit was 7.1% (YoY basis) as on January 31, 2020, • Several global oil and gas majors are turning their sights
as compared to 14.5% in the corresponding fortnight end of the towards downstream chemical opportunities. This may
previous year. increase the focus on petrochemicals in India and higher
investment in the sector may ease feedstock challenges and
The Budget Estimates of the fiscal deficit as percentage of GDP boost self-sufficiency.
for FY 2019-20 have been set at 3.3%, as compared to 3.4% in
FY 2018-19 (Provisional Actual or PA). • The structure of China’s chemical industry is changing due
to stricter environmental norms, tighter financing and
The Rupee exchange rate (Re/US$) stood at 71.3138 at the end of consolidation, which could present opportunities for India’s
January 2020, compared to 71.2328 at the end of December 2019. chemical companies in certain value chains and segments,
especially in the short term.
India’s current account deficit (CAD) was 0.9% of GDP (US$ 6.3
billion) in the second quarter of FY 2019-20 as compared to 2.9% • Trade conflicts have erupted around the world, especially
GDP (US$ 19 billion) in the second quarter of FY 2018-19. among China, the United States and Western Europe. Large
chemical markets that remain accessible in this scenario
External debt stood at US$ 557.5 billion at end-September 2019, could present opportunities for chemical companies in India.
recording an increase of 0.5% over the level at end-June 2019.
• Industry-wide, there seems to be a move towards prioritisation
Long-term debt was US$ 448.4 billion at end-September 2019,
of core businesses and consolidation on a greater scale, often
while the remaining US$ 109.1 billion was short-term debt.
through big-ticket mergers and acquisitions. For companies
Sectoral Information in India, scale will matter even more, as it could help them to
fortify any other competitive advantage.
The Chemicals industry in India contributes 1.34% to the nation’s
Gross Value Added (Source: National Investment Promotion & • Digital technology has established itself as a lever to enhance
Facilitation Agency) and is a highly diversified business, covering efficiency and productivity. Indian companies could tap into
more than 80,000 commercial products broadly classified into Bulk this opportunity to expand their profit margins.
Chemicals, Specialty Chemicals, Agrochemicals, Petrochemicals,
Polymers and Fertilisers. India ranks 14th in export and 8th in • Chemical companies could prioritise environmental
import of chemicals (excluding pharmaceutical products) globally. sustainability to protect long-term shareholder value, while
The demand for chemical products is expected to grow at continuing to comply with local regulations.
approximately 9% per annum over the next 5 years.
Agriculture
Specialty Chemicals constitute 22% of total chemicals/ Gross Value Added (GVA) by agriculture, forestry and fishing
petrochemicals market in India. As of FY 2017-18, the total market is estimated at ` 18.55 lakh crore (US$ 265.51 billion) in
size was around US$ 35 billion. The demand for Specialty Chemicals FY 2018-19 as per the IBEF January 2020 report. According to the
is expected to grow at 12% CAGR during FY 2019-22. Department for Promotion of Industry and Internal Trade (DPIIT),
the Indian food processing industry has cumulatively attracted FDI
Key sectors such as automobile faced a slowdown that rolled equity inflow of about US$ 9.41 billion between April 2000 and
over from the previous year, as sales fell 13.83% YoY in January June 2019.
2020.
The Union Agriculture Ministry has asked the states to plan for
Projects in the construction sector worth more than ` 59,000 a total foodgrain production of 298 million tonnes (149.92 MT
billion are under development, but severely impacted by kharif plus 148.4 MT rabi) for the crop year FY 2020-21, increasing
Covid-19. India’s goal of becoming a US$ 5 trillion economy rests mainly the output of pulses and coarse cereals. There has also
on the completion of critical infrastructure under the National been an increase in targets for oilseeds and cotton to 36.64 million
Infrastructure Plan. Enhancing labour health, strengthening and tonnes (against the production estimate of 34.19 million tonnes in

102 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

FY 2019-20) and 36 million bales (one bale is equivalent to 170 kg) sodium bicarbonate) and Specialty Chemistry (Agri Sciences,
as against 34.89 million bales in FY 2019-20. Nutritional Sciences, Materials Sciences and Energy Sciences).
Through its Basic Chemistry business, the Company is the world’s
Agriculture has done well and is likely to grow at 3%. Significantly, 3rd largest and most geographically diversified soda ash company,
India, in FY 2018-19, exported crop protection chemicals worth in addition to being the 6th largest Sodium Bicarbonate producer
` 22,090.18 crore. The one big opportunity the Indian industry with manufacturing facilities in India, UK, Kenya and the US.
has is to undertake the manufacturing of active ingredients that The Company supplies to global detergent and glass brands in
are scheduled to lose patent protection in the next few years. The addition to food, power generation, animal feed, chemicals and
current crisis opens a synergetic window for the Indian seed sector pharma brands. It is also a leading manufacturer of edible salt in
to work in sync for the greater benefit of the nation and its farmers. India. Under its Specialty Chemistry business, it houses the Agri
Adequate low-interest working capital and soft loans for building Sciences business in its subsidiary, Rallis India Limited (‘Rallis’)
infrastructure and investments in R&D can be upcoming areas of having a reach of 13 million farmers across 80% of India’s districts,
focus. with 5 Power Brands. The Companies Nutritional science business
offers solutions for microbiome modulation with global scale
Other Infrastructure Indicators capacities for scFOS & GOS (Short chain Fructo-oligosaccharide
As per the Central Electricity Authority, electricity generation grew & Galacto-oligosaccharide. Its Material Sciences business has a
by 2% in January 2020 (YoY basis). The total installed capacity novel patented technology for manufacturing Highly Dispersible
for electricity generation was 3,68,690 MW at the end of January Silica (‘HDS’) for tyres. Through Energy Sciences, TCL is focussed on
2020, of which the share of thermal, hydro, renewable and nuclear energy storage opportunities in India.
sources was 62.4%, 12.3%, 23.4% and 1.8%, respectively. In order to maintain sustained economic growth and build an
innovative product pipeline, the Company has established world-
WPI inflation increased to 3.1% in January 2020 as compared to class R&D facility in Pune, an Innovation Centre (‘IC’), which is home
2.6% in December 2019. Consumer Price Index (CPI) – combined to technical knowhow in Material Sciences, Nutritional Sciences
inflation was 4.5% in April-January 2019-20 as compared to 3.6% in and Energy Sciences and two R&D centres in Bengaluru – the Rallis
April-January 2018-19. Growth of money supply (M3) (YoY basis) Innovation Chemistry Hub (RICH), focussing on next-generation
as on January 31, 2020, stood at 10.2%, as compared to a growth crop protection and nutrition products and Agri-Biotech R&D
rate of 10.4% recorded in the corresponding fortnight end in the Facility for Seeds division of Rallis (erstwhile Metahelix Life Sciences
previous year. Limited), developing new and functional seed traits. The three R&D
Source: IMF WEO, April 2020 released April 14, 2020; IBEF-March 2020 update; centres continue their research for growing new businesses and
https://economictimes.indiatimes.com; Government of India Ministry providing value addition by creating a different approach to its
of Commerce & Industry Department of Commerce Economic Division existing businesses backed by science-led differentiation.
(India’s Foreign Trade: February 2020); Mckinsey Report on Indian Chemical The Company’s Basic Chemistry Products business has delivered a
Industry; https://www.investindia.gov.in/sector/chemicals strong performance, despite a mixed business environment marked
by good demand growth on one hand and significant increase in
Company Overview and Sustainable, Profitable input energy costs and competitive pressures on the other. The
Growth Strategy Company continued to focus on throughput optimisation of all
A part of the US$ 113 billion Tata Group, Tata Chemicals Limited its key products within the prevailing operational constraints and
(‘the Company’ or ‘TCL’) is a global company with interests in maintained its leadership position.
businesses that focus on Basic Chemistry Products and Specialty
The Specialty Products business is high-growth potential business
Products. The story of the Company is about harnessing the fruits
segment  comprising four major verticals namely Agri Sciences,
of science for goals that go beyond business. While the Company’s
Nutritional Sciences, Material Sciences and Energy Sciences.
businesses are diverse and varied, they are underpinned by
The Company is an established player in Agri Sciences business
science-led differentiation with digitisation and innovation at the
offering crop protection solutions, seeds, Plant Growth Nutrients
centre of every aspect of business. This year marks the 81st year for
(PGNs) and agri input solutions through its subsidiary Rallis. Rallis
Tata Chemicals Limited.
is amongst one of India’s leading crop care companies and hold
leadership in products like Acephate, Hexaconazole, Pendimethalin
The Company’s story began in Mithapur, Gujarat, in western
and Metribuzin. The business has a strong distribution network
India in 1939, with the creation of a small plant that would raise
having 13 million farmer connects and over 4,000+ distributors.
a wealth of marine chemicals from the ocean. The Company
today serves a diverse set of customers across five continents, The Company’s Nutritional Sciences business offers nature-
with interests that focus on Basic Chemistry (soda ash, salt and inspired and science-backed ingredient and formulation solutions

103
catering to human and animal health under the brand Tata NQ. The Impact of Covid-19 pandemic on the Company’s
flagship product lines of Tata NQ – FOSSENCE® and GOSSENCE® operations
are prebiotic dietary fibres that promote the growth of gut The Company has a global presence with manufacturing
microbiome and improve digestive & immune health. Nutritional operations in four continents. The immediate impact of the
Sciences business delivered outstanding performance  where the Covid-19 pandemic with respect to customer and governmental
revenue increased by approximately 59%. reactions to the crisis have been varied.
Under Material Sciences, the Company launched new silica grades for In India, the Company was affected by national lockdown in
diverse application segments/customers and strengthened channel a number of ways but the recovery is fast underway due to the
partner and distribution network across India. number of steps undertaken by the Company. The Company’s
largest site in Mithapur, Gujarat continued to produce Tata Salt with
Energy Sciences is the newly seeded business in emerging
no disruptions and are operating at higher than normal volumes in
areas where the Company intends to establish its niche with
order to supply the market with this essential product. Production
pioneering solutions.  
of soda ash and sodium bicarbonate is recovering after a lull in
TCL has invested in nurturing businesses that have emerged the first phase of the lockdown as our customers’ own operations
from its IC at Pune, such as HDS and Nano-Zinc Oxide products come back onstream. Together these three products represent
under the Material Sciences portfolio. TYSIL™ is its conventional approximately 90% of the revenue from the site.
silica brand for tyres and other rubber goods applications, while
In India, the Company’s two newer operations in Mambattu,
TAFOSIL™ specialises with functional modification of silica surface
Nellore (Andhra Pradesh) and Cuddalore (Tamilnadu) were shut
chemistry for rubber applications. TREADSIL™ is HDS for use in
down as per the Government directives and remained shut,
Ultra-High and High-Performance tyres. TAVERSIL™ is used for
except for essential safety and maintenance work. The sites started
non-rubber applications like food, feed, detergents, oral care and
limited operation in May 2020 following the relaxation of local
Agri Chemicals. Under Energy Sciences, the Company focusses on
restrictions and are currently meeting customer demand in full.
building new-age energy materials for Li-ion cell manufacturing,
Given the scale of their current operations, this would not have a
battery recycling and battery active production.
material impact on the financials of the Company.
RICH has invested in the development and commercialisation of
Our service to farmers and the agriculture sector was largely
three new formulations for the benefit of the farming community.
unaffected barring early logistics issues which were quickly
Zygant is a granular insecticide formulation targeted at paddy crop
resolved.
protection. Ayaan is a novel fungicide combination formulation,
introduced for the first time in India for disease management and UK operation has not suffered any disruption in production or sales
yield improvement of paddy. Sarthak is a fungicidal combination with customer demand remaining strong. Export markets served
formulation proven to be highly effective for vegetable crop by the US operation have witnessed a slowdown in part due to
protection. The Seeds R&D runs a breeding programme across Covid-19 restrictions in the markets serviced. In Kenya, while there
multiple crops and has a well-established pipeline that includes was no disruption in production related to Covid-19, despatches
nursery and trials of new seeds. It has set a 5-year evaluation plan, to customers in India and SE Asian countries were delayed for a
where the Company periodically monitors the performance of period of time on account of complete or partial lockdowns in
each stage in the pipeline for its commercial viability. The Biotech these regions.
lab established under the Seeds division continues to support
requirements of multiple internal departments such as breeding, All safety protocols related to Covid-19 as advised by the
seeds supply chains and seeds quality control. It assists in Government are being implemented and observed at the Plants.
improving operational efficiency and explores new opportunities The Company adopted a work from home policy for non-site
in the Seeds business. During FY 2019-20, under the biotechnology based employees.
programme, Genetically Modified (GM) traits were developed for
maize and cotton having insecticides and herbicides tolerance. The Company operates within the business to business (B2B)
Products are under regulatory trial and would be followed by field sector with no direct to consumer sales (B2C). Many of the
trials and lab data generation. Company’s products are classified as essential serving the food,
hygiene, pharma and container glass sectors where demand has
Sustainability as a practice is at the core of all of the Company’s not suffered significantly due to the pandemic.
activities, including the Corporate Social Responsibility initiatives.
The Company integrates environmental, social and ethical The Company continues to closely monitor national and
principles in all of its business functions. international sourcing and supply positions to identify any

104 I Integrated Annual Report 2019-20


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Management Discussion and Analysis

potential material risks. The Company has so far not experienced World soda ash markets were oversupplied despite no new
any specific issue in its raw material sourcing. significant capacity addition during the year. Higher operating
rates of new capacity addition in India, Turkey and China created
The Company at present continues to fulfil its obligations with
the surplus. Weaker economic sentiments and slowing demand
respect to all the existing contracts and agreements. The Company
led to higher stocks and softening of international soda ash prices.
does not foresee any material impact on account of non-fulfilment
By the end of the year, price attrition was almost US$35-40/tonne
of obligation by any party in existing contracts or agreements.
as per internal tracking of price data from IHS Markit report. Natural
There has been no material change in the Company’s liquidity soda ash supplies from Turkey with cost advantage increased
position subsequent to the year ended March 31, 2020; with a penetration in Europe (EU), Indian Sub-Continent (ISC) and South-
very positive liquidity position in India with no borrowings and East Asia (SEA) replacing the US and Chinese dominance of past
sufficient credit lines available. The Company has also instituted, years. Ciech’s plant in Romania with a capacity of 5.40 lakh tonnes
across all its operations, aggressive and focussed cost control was idled in September 2019 without any impact on supplies,
programmes and a deferment of all but completely necessary even in EU.
capital expenditure to build up and conserve its already healthy
cash position. Further, there is no impact on internal financial In the US, domestic demand was lower by 2.4% but exports
controls due to Covid-19. were higher by 0.8%. While exports to North-East Asia (NEA),
Africa and the Middle East, South America and Western Europe
Business Units were lower, this was offset by an increase in exports to SEA,
Basic Chemistry Products North America and the ISC. Demand in Latin America, mainly
driven by uses in lithium carbonate production, saw a drop,
Industry Structure and Developments
with prices of lithium reducing.
TCL serves customers across four continents through its Basic
Chemistry Products (‘BCP’) business (soda ash, salt, sodium The Indian soda ash market remained largely oversupplied
bicarbonate, cement and marine chemicals). The Company’s through the latter part of the year. Availability was higher due
global supply chain gives it the unique advantage of maintaining to the operationalisation of domestic capacity additions and an
assured supply and efficient service at competitive prices. increase in imports. India experienced an extended monsoon,
With an annual capacity of around 4.3 million tonnes, the which affected the demand. GDP growth weakened in sequential
Company is currently the world’s 3rd largest soda ash producer. quarters, leading to weaker market sentiment and muted demand
More than two-thirds of this capacity is natural soda ash based and growth. Oversupplies, with slowing consumption, led to inventory
located at the Green River Basin, Wyoming, US, where the world’s accumulation at supplier and consumer ends. The softening of
largest deposits of Trona occur and at Lake Magadi in Kenya. In international and domestic prices resulted in lower unit price
addition to having lower manufacturing costs, natural soda realisation. Among the end segments, the float glass sector
ash has a lower energy and environmental footprint. Synthetic experienced problems due to cheaper imports and lower demand
soda ash and sodium bicarbonate are manufactured at Mithapur, from both the realty and automotive sectors. The detergent
India and Northwich, UK, primarily to cater to their respective segment was marginally impacted due to extended monsoons
domestic markets. This process uses raw salt/brine (saltwater) and and lower consumer demand. Ceramic and Silicate clusters in
limestone as key raw materials. Gujarat faced a downturn due to stringent environmental norms
and lower exports on account of trade measures announced
Soda Ash by the Kingdom of Saudi Arabia, one of the key export markets.
Finally, in March 2020, the spread of Covid-19 and the consequent
The global Soda Ash demand is estimated to have grown by 4%
lockdown brought the market to almost a standstill. In FY 2019-20,
in FY 2019-20 to reach approximately 62.5 million tonnes. With
soda ash volume was almost flat.
Turkish capacity getting fully operationalised and resurgence
in domestic demand in China, approximately 2.5 million tonnes
of additional volumes were consumed during the year. Turkey Sodium Bicarbonate
registered a 23% increase in exports compared to FY 2018-19, Sodium bicarbonate (‘Bicarb’) is a versatile product with a wide
translating into 7 million tonnes additional material availability. range of applications, including food additives, animal feed,
Having overcome environmental inspections and hurdles, pharmaceuticals, dyes, textiles and air pollution control. The
production in China started to normalise. Yearly domestic Company believes that given its wide range of current and
demand bounced by 8%, despite the early onslaught of Covid-19 emerging new applications, Bicarb is expected to sustain volume
and associated disruptions. China’s exports at 14.4 lakh tonnes growth rates above the GDP levels, along with offering significant
also returned to growth. value addition potential in the future. The Company is the

105
6th largest producer of Bicarb globally, with a total annual capacity category to offer new and value-added products that could
of 2.3 lakh tonnes in India and the UK. address the needs of different segments, reaching them directly or
through TCPL, depending on the nature of the consuming sector. 
The Indian Bicarb market grew by approximately 7% in FY 2019-20.
The demand for Bicarb was largely balanced throughout the year. Cement
Imports remained in line with previous year levels. An increase In addition to soda ash, salt and sodium bicarbonate, the Company
in supplies was met through higher throughput from capacity also manufactures cement as part of its integrated operations at
expansions of domestic producers. Adequate supplies and easing the Mithapur site. The operation of the cement plant demonstrates
of international prices also led to price softening. Prices saw a the Company’s commitment to the environment; it utilises fly ash
decline of 8% during the year and the Company achieved sales of and other solid waste generated at the site. With a special focus
1.09 lakh tonnes. on quality and key customer requirements, the Company’s cement
portfolio offers high-quality Cement with a strong customer
Key drivers of Bicarb growth continue to be food, feed and service infrastructure in the targeted markets. In May 2019, the
pharma segments. The emerging flue gas treatment segment Company relaunched its Ordinary Portland Cement (OPC) with
appears to be another promising sector for Bicarb consumption. “Superior 1-day strength” to meet specific customer needs of
Mid-capacity power plants in India hold key to this demand. early high strength cement. Also in sync with market demand,
The Company won the first tender for this trial order from Portland Pozzolana Cement (PPC) was introduced to expand the
Government-owned power plants. However, lower plant product offerings.
load factors curtailed immediate continuity of this demand.
the Company’s Bicarb brands, ‘Sodakarb’, ‘Alkakarb’ and The Company now offers three products, including Masonry
‘Medikarb’, scaled higher volumes, registering double digit growth. cement. In FY 2019-20, the Gujarat Cement market experienced
Medikarb is now an established product for the haemodialysis a demand contraction by 9% due to a combination of factors like
segment and is increasing its reach and penetration. The Company weak economy and extended monsoons. However, better market
has introduced ‘Speckarb’, a new brand with low chlorides to meet prices supported profitability. Combined Cement and Clinker sales
specific customer requirements of specialised Bicarb. The Company volumes at 3.95 lakh tonnes were lower by 2% compared to the
continues to explore new opportunities to retain its volume and previous year’s performance.
value leadership in the Bicarb market. The various developments in
Bicarb undertaken by the Company are an expansion of the Bicarb Business Performance
capacity at its UK plant, the Carbon Capture expansion project, etc. TCL’s Indian Basic Chemistry Products business unit maintained
the performance of the past years, amidst sequential drops
Salt in quarterly GDP growth and slowing consumer demand.
Being a food ingredient, salt did not experience demand Profitability was supported by reduction in input costs on account
challenges, even when Covid-19 affected demand for most of the of fuel and as a result of cost control programmes. During the year
sectors. The demand continued to be strong and the increased under review, the Company executed its operational excellence
salt production helped the Company to capitalise on the demand initiatives with rigour, leading to reasonable cost optimisation
growth. The Company’s Long-Term Supply Agreement (‘LTSA’) across all functions.
with Tata Consumer Products Limited (erstwhile Tata Global The Company targets a Zero Harm - Zero Harm to People, Asset
Beverages Limited) [‘TCPL’], will support the Company’s growth and Environment. While the Company is continuously striving
and investment plans for capacity-building.  The LTSA provides to improve its safety performance, the Mithapur site witnessed
for supply of vacuum-evaporated edible salt as a take or pay one unfortunate fatality in January 2020. All the incidents that
arrangement for an initial period of 25 years, with the option of take place are investigated and corrective measures are taken to
extending this on mutual agreement. TCL recorded the highest prevent the recurrence of the incidents. It has led the Company
production of salt at 10.78 lakh tonnes compared to the previous to introspect and now the Company is working on evaluating
year high of 10.68 lakh tonnes. The Company plans to increase innovative solutions to monitor the health and safety of its
the Salt production capacity in order to meet growing demand of employees and contract employees working at critical areas or
Indian market. remote locations. During the year, the Company also increased its
focus on process safety at the site.
As part of its strategy of value addition and portfolio expansion,
the Company is exploring various ideas for new value-added salt When it comes to sustainability, the Company continues to
variants. The Company’s Innovation Centre and the marketing aim beyond compliance requirements and sets the industry
teams are working on the development of new products in this agenda with initiatives related to the environment and local

106 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

community engagement. Zero groundwater withdrawal for plant the year. Energy prices and raw material costs generally softened
operations, 100% fly ash utilisation, solid waste filtration, usage of as the year progressed. Plant operation was affected by major
soda ash solids to minimise solid waste and focussed biodiversity infrastructure work during the summer of 2019, as part of the
preservation programmes indicate the Company’s commitment Energy-from-Waste Plant investment on the site, but this was in
to the environment. As part of its local community engagement, line with expectations in the second half of the year. The associated
TCL continues to offer a multitude of skill development and energy business had a robust year, generating good income
self-employment generation programmes. and contributing strongly to the soda ash/Energy business unit
performance. The UK salt market volumes were largely flat in the
During the year, the Company continued to focus on throughput year. Production was steady throughout, matching expectations.
optimisation of all key products within the prevailing operational
constraints and achieved strict cost control across all functions. The sodium bicarbonate market continues to grow and while
Despite weak demand and pressure on realisation, financial retaining the core UK market share, the major success in this
performance improved due to the mix of volume increase in product has been continued strong export growth across the
salt, value-added products in Bicarb, savings in raw materials globe, helping the business to grow strongly again through
and fuel costs and improved operational efficiencies. The the year. During the year, the modified sodium bicarbonate
Company delivered the highest production and sale of Salt at Winnington performed very well, yielding another record
and Bicarb. The Company’s new offering in Specialty Pharma production level.
grade bicarbonate, ‘Medikarb’ has received encouraging market
response. With consistency in sales and volume, the product has For Tata Chemicals Magadi Limited (‘TCML’), soda ash is the most
established its presence in its niche segment. Besides ‘Detmate’ prominent product in the total portfolio, the main destination
coloured soda ash speckles for detergents is on stream with being the container glass and silicate sectors. The remainder of
consistent volume delivery. The Company also initiated sales the portfolio includes Salt, Crushed Refined Soda (‘CRS’) and other
of ‘Speckarb’, the specialty grade Bicarb for customers with low by-products. The Magadi operation has stabilised the Standard
chloride requirements, during the year. ‘ChemConnect’, the Ash Magadi (‘SAM’) plant performance, which continues to be
Company’s online customer portal and app, has recorded above the lifeline for TCML turnaround. Going forward, TCML will focus
98% customer engagement. The Company’s channel partners on ensuring consistent quality and efficient operations of the SAM
have access to quick and easy online access of channel finance facility to deliver higher volumes at a lower cost.
through designated banks. This arrangement has been facilitated
by the Company between banks and our channel partners. BCP - Soda Ash Production Volumes (’000 tonnes)

The production volumes at Tata Chemicals North America FY 2019-20 3,670


Inc. (‘TCNA’) were higher by 3.4% during the year, principally
FY 2018-19 3,634
due to improved efficiency at the plant, resulting from
significant investment in maintenance projects. Due to the FY 2017-18 3,858
pandemic, production in FY 2020-21 will likely be scaled back
to match sales demand, expected to decline by 5-10% from the
FY 2019-20 level, consistent with projected GDP regression in the
BCP - Sodium Bicarbonate Production Volumes (’000 tonnes)
Company’s primary markets. During FY 2019-20, sales volumes
were essentially flat as compared to the previous year (up by 0.6%). FY 2019-20 222
In spite of increased production levels, a temporary oversupply of
FY 2018-19 220
soda ash worldwide, compounded by the pandemic, resulted in
an unusual position of not being able to sell all of the products FY 2017-18 213
manufactured during this period. Due to the slightly higher sales
volume, TCNA posted gross revenue of US$ 480.00 million for the
year ended March 31, 2020, as against US$ 475.82 million in the
previous year, in spite of slightly lower American Natural Soda IVSD Salt-Production-India Chemical Operations (’000 tonnes)
Ash Corporation (‘ANSAC’) pricing and a market mix reflecting an
FY 2019-20 1,078
increased supply to lower priced export markets relative to the US.
FY 2018-19 1,068
Tata Chemicals Europe Limited (‘TCE’) catered to 50% of the UK
market demand of soda ash from its manufacturing operations at FY 2017-18 967
Lostock, with only very small amounts of imported material during

107
Outlook for Business target stable soda ash performance, including a major investment
Covid-19 has put the biggest question mark on the economic in plant assets during the year.
recovery of India and the world, even as nations began to phase out
their lockdowns by the second half of May 2020. There were fears The year will see the commissioning of the ground-breaking
on several fronts viz. (i) of the infection rate soaring as people came Carbon Capture and Usage (CCU) plant, as part of the TCL group’s
out of self-isolation; (ii) of the virus mutating to a more virulent push to enhance its industry-leading low-carbon credentials and
strain; and (iii) of a vaccine not being found soon enough. Despite supporting growth in the Sodium Bicarbonate business. Salt is set
the challenges of a global recession, currency risks and liquidity for a decent year as increasing levels of investment over several
concerns, long-term prospects for the Company’s business remain years continue to bear fruits. This includes a major boiler
positive. It is committed to executing its growth strategy to further replacement in the summer of 2020, which will significantly
strengthen and leverage its leadership position. improve efficiency and carbon emissions and complement
investments in packing/logistics and launching investment in
The soda ash market is expected to experience degrowth of about significant growth of the value added salt portfolio.
5-6% in FY 2020-21, with a demand loss of approximately 2.5 lakh
tonnes. Imports are expected to come down by about 20% over For TCML, soda ash competitiveness will be defined by price and
FY 2019-20 due to current challenges related to global logistics, quality, which means that strategic market mixes will determine
shutting down of Ciech’s Romanian plant and the adverse gains for TCML. Its focus will be on markets with best returns.
exchange rate for imports. The soda ash and bicarb export that
gained some momentum during the previous year is expected CRS growth shall be driven by animal feed, silicate and mining
to continue. Soda ash availability is expected to be good despite sectors. Product development continues since CRS has
lower imports due to increased domestic production. Prices demonstrated potential for growth in diverse areas, such as lead
are expected to be stable through the initial period and might processing, tobacco, silicate, disinfection, compost treatment,
improve in the later part of the year as demand starts to pick up. jigger treatment and flue gas treatment.

The global soda ash market is expected to remain oversupplied, Risks and Opportunities
despite no significant announced capacity additions. Demand in TCL’s growth strategy encompasses addressing risks and capitalising
Europe and Asia should be adequately supplied by Turkish volumes. on opportunities. With increasing demand, defending the Company’s
International prices, in some markets, might witness a negative market leadership is a prime focus area. The Company will pursue the
bias with slowing trade and excess supplies after Covid-19 impact. execution of its capacity addition plans at Mithapur for all product
Lower production rates in some countries due to lockdown and lines, especially, salt, soda ash and bicarb, under ‘Project Pragati’.
global logistical challenges may bring the demand and supply to Additionally, it has planned to increase the production volumes of
a more balanced level. With lower energy and raw material prices, its subsidiaries for maintaining their market share.
manufacturers will gain from the cost compression factors. To stop
dumping and protect markets, countries may seek trade remedies The Company’s value-driven growth opportunity in the Bicarb
under the existing World Trade Organization (WTO) provisions. space with brands in food, feed, pharma and specialty segments
will entail scale and consolidation. Customisation of new bicarb
In the medium term, the outlook for TCNA remains positive with applications with a focus on flue gas treatment, aqua farms, etc. is a
soda ash being sold out in most years. The pandemic, combined growth driver. Strategic partnerships around themes of innovation
with some oversupply in the worldwide market, is likely to have and sustainability will continue to offer better customer value.
an impact on production and revenue in FY 2020-21. Beyond next
year, strong growth in exports is expected to be a price-growth In cement, the Company’s rebranded high-strength OPC,
driver for US producers. TCNA will continue with efforts to stabilise addressing specific requirements of customers, is gaining
its cost base and improve upon soda ash production to meet acceptability with a pickup in volumes. PPC volumes are also
the market demand. These efforts will also look at the future raw expected to increase during the year.
material (Trona ore) requirements and process improvements at
the plant. Leveraging technology with increased focus on digitisation,
automation, cloud solutions and data analytics to make
TCE heads into FY 2020-21 with some momentum on the back processes smoother for customers and for internal efficiencies
of excellent Sodium Bicarbonate performance and increasing will be crucial. Multiple projects around plant and supply chain
Soda Ash output. The focus is to drive sales even further from automation, customer engagement and digital imaging are
the sodium bicarbonate plants at Winnington, while Lostock will being implemented.

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Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

The Indian Basic Chemistry Products business unit is taking continuous process improvement and enhanced global sourcing
measures to address key risks. The availability of increased volumes will help reduce costs and improve efficiency. Creating a talent
of soda ash will impact price realisations, especially with Covid-19 pool is another focus area identified by TCML for the coming
and the global slowdown. Apart from this, the higher energy year. It is working on more engagement with local and national
costs and volatility in exchange rates are significant risks to the stakeholders and supports concerted efforts, including technical
Company’s business performance. The Company continues to collaboration with third parties, to mitigate risks to its raw
remain focussed on keeping fixed costs low and controlling material (Trona) quality, affected by increased siltation in the
variable costs through securitisation of the key raw materials, northern part of Lake Magadi.
including fuel and limestone along with continuous improvement
programmes to help mitigate the adverse impact of these risks. Specialty Products
Market mix change would be another lever to counter this risk. Agri Sciences (Rallis India Limited)
Adherence to more stringent environmental norms and improving
the safety performance in a sustainable manner are other key Rallis India Limited (‘Rallis’), a listed subsidiary of the Company, is
issues for the India Basic Chemistry Products business. one of India’s leading crop care companies, serving Indian farmers
since decades and is a pioneer in the agricultural inputs industry.
At TCNA, beyond managing the short-term impacts of Covid-19, The Company has created a distinct identity for itself with its
the focus will be on ensuring the continued safety of employees, extensive research & development (‘R&D’) capabilities, delivering
while increasing reliability and stabilisation of production through innovative products, positively impacting the livelihood of millions
debottlenecking. Improvement in maintenance programmes of farmers in India.
as well as capital spending will be other focus areas. Favourable
global market demand for soda ash bodes well for increased prices India is a large market with high growth potential for the crop
when contracts are renewed. protection industry on the back of its diverse agro-climatic
conditions and impetus to agricultural productivity. India’s
As experienced in the previous years, there continues to be
capability in low-cost manufacturing, availability of technically
significant pressures on maintenance, material, labour and medical
trained resources, seasonal domestic demand, overcapacity,
benefit costs, offset in part by programmes to eliminate costs.
better price realisation and a strong presence in generic pesticide
There is also an increased emphasis on environmental compliance
manufacturing are the major factors boosting the crop care
dealing with regulations related to sulphur, carbon dioxide, dust
chemicals growth.
and other emissions. TCNA will be investing a significant amount
of capital expenditure as well as expense to address environmental
During FY 2019-20, Indian agriculture experienced erratic,
compliance. It continues to investigate natural gas as an alternative
energy source to coal to reduce emission and energy costs. delayed and extended monsoon, which resulted in modification
of the crop calendar. Overall, purchasing power of farmers
At TCE, there is a significant investment pipeline of projects depicted an upward trend, buoyed by higher Minimum Support
across Salt, Sodium Bicarbonate, Soda Ash and Energy units. Price (‘MSP’) in rice, wheat, spices, pulses and sugarcane. The
This is combined with a continued drive towards continuous demand for agri-inputs is set to rise due to less penetration,
improvement in cost competitiveness and product offering for rising labour cost, increased irrigation facility, credit availability
our customers, both product-wise and service-wise. Developing and higher farmer income.
sales opportunities overseas for Sodium Bicarbonate and Salt
will continue to be a focus. Major threats are likely to be from any Rallis has cautiously expanded from being a pesticide
economic downturn or problems associated with Covid-19 or manufacturing company to a more diversified player with
Brexit. presence across the agricultural value chain. It has widened its
product portfolio and today, caters to all critical agricultural needs
Two specific items related to the UK leaving the European Union
such as Soil Conditioners, Quality Hybrid Seeds, Plant Growth
are: a) A smooth transition in December 2020 to a new trading
Nutrients, Specialty Nutrients and Plant Protection Chemicals. It
arrangement with the EU; b) Defined terms and rules relating to a
has established four state-of-the-art manufacturing facilities in the
replacement emissions trading scheme for the UK in CY 2021 and
states of Gujarat and Maharashtra.
its alignment with the European Union Emissions Trading System
(‘EU-ETS’) Phase IV proposals.
The commodity prices of key crops such as rice, maize and soybean
At TCML, the focus is largely on quality and capacity utilisation. exhibited a rising trend in CY 2019, improving farmers’ purchasing
In addition to SAM, opportunities exist in CRS. Utilisation of capacity. Farmers’ higher purchasing power coupled with the
Lean Six Sigma and Lean manufacturing tools and techniques, Rallis’ new product introductions, commercial excellence, trade

109
policy revision and enhanced channel reach led to superior growth The Seeds division delivered a satisfactory growth of 8.3% in
in the segment during the year. FY 2019-20, backed by strong volume growth witnessed in
bajra (pearl millet) and superior price realisation for paddy and
Crop Care millets. During the year, Rallis witnessed a significant jump in
its seed procurement prices due to increased MSP for rice and
The Crop Protection business of Rallis registered a growth of 16%
increased commodity prices of maize, millet and cotton. Despite
in FY 2019-20 with both domestic and international business
the price increases, Rallis was able to maintain its gross margins. It
delivering encouraging results. Under the Crop Protection
continues to undertake product development initiatives to further
business, Insecticides business performed well at 21% revenue
diversify into Rabi season products such as fruits and vegetables.
growth during the year, primarily driven by the good performance
Besides, it is leveraging strong R&D capabilities to develop and
of new products, Zygant and Cameo, along with the scale-up
launch innovative products.
of existing products such as Rilon, Takumi and Summit. The
Fungicides business revenue grew by 9% during the year owing
Pandemic Impact on Agri Sciences Business
to good traction in the new launches, Ayaan and Sarthak as
The Covid-19 outbreak had a disrupting impact on the supply chain,
well as the scale-up in existing products, Master, Taqat, Contaf
resulting in delays and cancellations in key raw material supply. The
Plus and Ergon. The Herbicides business registered a growth of
Indian agro-chemical production depends heavily on the import
16%, exhibiting a mixed performance. There was lower offtake
of key intermediates, particularly from China. The uncertain supply,
in sugarcane, soybean and wheat on account of the flood-like
expensive raw material prices, inventory overhang and extended
situation and untimely rainfall. The buoyant Rabi season boosted
lockdown impacted Rallis’ manufacturing, production, processing
sales of paddy herbicides in South India.
and logistics operations and exerted pressures on the margins.

The International business continued to perform positively


Nutritional Sciences
amid certain headwinds and grew by 11% in FY 2019-20. It
The Nutritional Sciences business of TCL, under the brand Tata
witnessed price erosion and margin pressure in key products
NQ, offers solutions for human and animal health. The flagship
such as Metribuzin and Pendimethalin on account of increased
products are FOSSENCE® and GOSSENCE®, prebiotic dietary fibres
competition and higher input prices. For greater geographical
for better gut health, digestion and immunity.
diversification in South-East Asian countries and Africa, dossier
submission efforts have been taken up.
The Company’s partnership with Indian and global academic
institutions and research bodies, in order to further understand
Rallis’ Crop Nutrition division delivered a satisfactory performance
the gut microbiota and their health effects, is helping TCL build
in FY 2019-20 with both GeoGreen and Plant Growth Nutrition
a leadership position in this space. It is gathering deep insights
(PGN) segments exhibiting strong revenue and profit growth
by using bio-informatics in gut microbiota, with development
during the year. The Company’s Soil Conditioner business
of accurate Proprietary Predictive (Patent applied) models of
outperformed the industry growth in FY 2019-20 with revenue
microbiome response to interventions. The Company’s expertise
growth of 13%, which was primarily led by 10% volume growth. in fermentation technology, enabling production using whole cell
Rallis’ PGN segment exhibited strong performance on the back of route, is also opening up opportunities in other human nutrition
new product launches, good market presence and channel and segments, using the biosynthesis route. Strong application support,
sales-team incentivisation. which enables close co-ordination with the customer on new
product development projects, provides a deep understanding of
Rallis is also planning to launch Foliar Nutrition and Fertigation a customer’s requirements.
products in Kharif 2020. The Foliar Nutrition portfolio includes
products catering to vegetables, onion, potato and apple, whereas The Company commenced operations at its state-of-the-art
the Fertigation portfolio consists of products primarily catering to greenfield facility in Nellore, marking an increase of 17 times in
grape production. production capacity, significantly enhancing its ability to serve
customers across the globe. There was wide acceptance of the
Seeds product quality from the new plant and as a result, revenue grew
During the year, Metahelix Life Sciences Limited (wholly-owned by 59% to ` 65.15 crore over the past year, while the customer base
subsidiary of Rallis) merged with Rallis and was classified as Seeds grew to more than 250 customers.
division of Rallis. Inherent strengths of Metahelix, such as product
portfolio breadth, emerging and popular Dhaanya seed brand, The business had earlier established a global distribution
established supply chain and demand-generating abilities will network and initiated customer engagement in South-East
enable Rallis to strengthen its Seeds business.  Asia, China and the US. This engagement started to bear fruits,

110 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

with supplies across South-East Asia after product qualification The Company is evaluating significant expansion of its existing
from the new facility. There has also been considerable progress silica capacity with a focus on next-gen HDS products and on
in the qualification process by major global consumers of exploring product and market growth adjacencies to build a larger
FOS (fructo-oligosaccharide) and the feedback has been Material Sciences portfolio.
encouraging. The qualification is in progress and is expected to
be favourably concluded soon. Nano Zinc Oxide
Under the Specialty Products portfolio, the Company has entered
Due to Covid-19, many TCL customers are likely to defer into the production of Nano Zinc Oxide, which was developed
new product introduction, particularly the Food & Beverage at the Innovation Centre in Pune and has multiple applications
customers, while additional sales opportunities are expected for its anti-microbial, anti-fungus and UV-blocking properties.
from Nutraceuticals companies, particularly in the area of The Company collaborated with a customer to harness the anti-
immunity and gut health. The Company is re-calibrating its plans microbial and anti-viral properties of nZnO amidst the pandemic.
as the situation evolves. Currently, it is finding use in face masks as an added layer of
protection against Covid-19. The Company is at present working
with Paints, Coatings & Adhesives, Plastics & Polymers and Personal
Material Sciences
Care & Cosmetics industries to build the portfolio. It would be
Silica & Highly Dispersible Silica (‘HDS’) focussing on nano-materials linked to nano-adhesives and nano-
Precipitated silica is a highly versatile product that finds application formulations aimed at anti-viral and antimicrobial application.
in a wide range of industries, including tyres, non-tyre rubber
goods for industrial (e.g. conveyor belts and hoses), consumer Energy Sciences
applications (e.g. footwear) and several non-rubber essential Lithium-ion cells are one of the most critical components in an
products like packaged food, feed, oral care, agro-chemicals, Electric Vehicle, which is seen as the preferred mode of transport
detergents, etc. for a less polluted future. With its inherent strengths in chemistry,
TCL is creating a platform to become a world-class provider
TCL’s wide range of conventional silica and HDS products allows of cutting-edge and disruptive electro-chemistry solutions for
it to participate in this large domestic and global market poised Energy Storage. It has a unique opportunity to build a truly circular
economy around Lithium-ion technology, starting from active
for significant growth. While FY 2019-20 witnessed some short-
materials to cell and battery manufacturing and finally to recycling
term challenges in select application segments, the overall market
critical materials from used batteries.
demand growth remained healthy in line with GDP growth.
The Company believes that long-term trends, like tightening The Company is partnering with leading battery makers around
automotive emission standards, would drive demand for high- the world for contemporary commercial cells, global R&D labs
performance and fuel-efficient green tyres, which need superior for next-generation technologies and Indian R&D centres (like
materials like HDS. The Company has seen a similar demand ISRO and Council of Scientific and Industrial Research - Central
growth for high-performance silica products in other application Electro Chemical Research Institute [CSIR-CECRI]) for indigenous
segments, like non-tyre rubber goods and non-rubber segments, development of actives, cells and recycling. TCL also has interests
in some of the newer chemistries that are under development in
many of which are supported by a robust demand base of essential
the labs and it is working actively with some of the leading global
products.
players in the segment.
In this business, FY 2019-20 marked the start of commercial For manufacturing, it has invested in a plant site of over 127 acres
production and subsequent ramp-up of sales volumes, driven of land in Dholera, Gujarat. This site can house the manufacturing
by the launch of several new product grades and expansion of of actives, cells and batteries up to 10 GWh per annum, as well
customer base and distribution network. TCL expects to accelerate as recycling operations. The lithium-ion cells and battery packs
this growth momentum in FY 2020-21 despite significant market with Lithium Iron Phosphate (LFP) and Lithium Nickel Manganese
headwinds related to Covid-19. It plans to do so by broadening Cobalt Oxide (NMC) chemistry in cylindrical and pouch forms will
and deepening its customer base and delivering on its unique find application in the automotive sector, as well as stationary
energy storage.
value proposition: a cutting-edge portfolio leveraging its HDS
platform technology; consistent product quality enabled by strict TCL has established a Battery Pack Engineering Centre in Pune, in
process and quality control; post-sales application support out of collaboration with Tata Technologies. Its scientists at the Innovation
its R&D lab, with deep materials knowhow; and a quick and reliable Centre in Pune are working on the cell and active manufacturing
order fulfilment, leveraging the larger SCM and customer service technologies. Making use of its capabilities, TCL has also launched
capabilities of TCL. battery recycling operations.

111
Analysis of Financial Performance 6. Freight and forwarding expenses: ` in crore
Standalone performance for the year ended March 31, FY FY %
2020 Particulars Change
2019-20 2018-19 Change
Statement of Profit and Loss – Continuing operations
Freight and forwarding 390 476 (86) (18)
1. Revenue from operations (net): ` in crore
expenses
FY FY %
Particulars Change Freight and forwarding charges have decreased sharply due to
2019-20 2018-19 Change
lower sales volumes of soda ash and salt.
Revenue from operations 2,920 3,121 (201) (6)
7. Finance costs: ` in crore
Basic chemistry products:
FY FY %
Lower volumes of soda ash was compensated by higher realisation Particulars Change
2019-20 2018-19 Change
of soda ash and revenue from sale of new cement variant.
Finance costs 43 86 (43) (50)
Specialty products:
Finance costs decreased significantly on account of repayment
Increase in revenue from operations is due to increase in volume
of External Commercial Borrowings (ECB) and Non-Convertible
related to Nutritional Science products.
Debentures (NCD).
2. Other Income: ` in crore
Balance Sheet Analysis
FY FY %
Particulars Change Standalone Statement of Balance Sheet
2019-20 2018-19 Change
1. Investments: ` in crore
Other Income 309 400 (91) (23)
FY FY %
Other income has decreased mainly on account of lower income Particulars Change
2019-20 2018-19 Change
towards (a) gain on redemption of current investments and
(b) interest on fixed deposits. Investments in equity 3,606 3,606 - -
instruments of subsidiaries
3. Cost of materials consumed: ` in crore
Investment in joint venture 336 336 - -
FY FY % Investment in preference 815 815 - -
Particulars Change
2019-20 2018-19 Change shares of subsidiaries
Cost of materials consumed 542 567 (25) (4) Investment in other 1,904 2,462 (558) (23)
Cost of materials is lower due to decreased input costs of raw companies
materials comprising coke, limestone and anthracite. Investment in mutual funds 1,301 2,146 (845) (39)
Total Investment 7,962 9,365 (1,403) (15)
4. Purchases of stock-in-trade: ` in crore
Decrease in the value of investments in other companies is mainly
FY FY %
Particulars Change due to changes in fair value of investments and lower investments
2019-20 2018-19 Change
in mutual funds as compared to the previous year.
Purchases of stock-in-trade 94 102 (8) (7)
2. Inventories: ` in crore
Purchases of stock-in-trade decreased mainly on account of reduced
supply of chemistry products business due to lower demand. FY FY %
Particulars Change
2019-20 2018-19 Change
5. Power and fuel: ` in crore
Continuing operations 701 474 227 48
FY FY %
Particulars Change Discontinued operations - 154 (154) (100)
2019-20 2018-19 Change
Power and fuel 555 574 (19) (3) Total Inventories 701 628 73 12

The decrease in power and fuel cost is mainly on account of Inventories increased mainly due to timing and receipt of raw
decrease in mixed usage / consumption of pet coke and coal. materials.

112 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

3. Trade receivables: ` in crore 6. Net borrowings: ` in crore


FY FY % FY FY %
Particulars Change Particulars Change
2019-20 2018-19 Change 2019-20 2018-19 Change
Continuing operations 140 103 37 36 Non-current borrowings 10 13 (3) (23)
Discontinued operations - 81 (81) (100) Current borrowings - 1 (1) (100)
Total Trade receivables 140 184 (44) (24) Current maturities of non- 4 686 (682) (99)
Trade receivables increased mainly due to the lower collection current borrowings and
from debtors in Basic Chemistry Products business. finance lease obligations
Discontinued operations - 7 (7) (100)
4. Loans, other financial assets, advance tax assets (net) Total borrowings 14 707 (693) (98)
and other assets: Less: Cash and cash 880 1,106 (226) (20)
` in crore equivalent
(including bank balances)
FY FY %
Particulars Change Net borrowings (866) (399) (467) 117
2019-20 2018-19 Change
The net borrowings decreased mainly due to repayment of
Loans 1 2 (1) (50)
borrowings (ECB & NCD).
Other financial assets 138 335 (197) (59)
Advance tax assets (net) 589 521 68 13 Details of significant changes in key financial ratios:
Other assets 392 281 111 40 Debt equity ratio of the Company has improved to 0.001 times
1. 
Discontinued operations - 22 (22) (100)
(FY 2018-19: 0.06 times) due to repayment of borrowings
Total 1,120 1,161 (41) (4)
(NCD / ECB).
Decrease in other financial assets is mainly due to realisation of 2. Interest coverage ratio of the Company has improved to
subsidy receivable and lower exposure in derivatives. Increase in 20.24 times (FY 2018-19: 10.99 times) due to lower finance
Other assets is mainly due to higher statutory receivables. cost on account of repayment of borrowings during the year.

5. Cash flow: Consolidated performance for the year ended


Net cash flow from operating activities: The net cash
 March 31, 2020
from operating activities is ` 427 crore during FY 2019-20 Statement of Profit and Loss – Continuing operations
as compared to ` 812 crore during FY 2018-19. The cash 1. Revenue from operations: ` in crore
operating profit before working capital changes and direct
taxes during FY 2019-20 is ` 763 crore as compared to FY FY %
Entity Change
` 1,042 crore during FY 2018-19. The change in working 2019-20 2018-19 Change
capital, during the financial year, is mainly due to change in Tata Chemicals Limited - 2,920 3,121 (201) (6)
trade receivables and other assets. (‘TCL’)
Homefield Pvt. UK Limited 1,978 2,110 (132) (6)
Net cash flow from investing activities: The net cash - Group (‘HFUK’)
outflow from investing activities amounted to ` 293 crore Tata Chemicals North 3,403 3,382 21 1
in FY 2019-20 as against an outflow of ` 1,504 crore in FY America Inc. (‘TCNA’)
2018-19. The outflow in FY 2019-20 is mainly on account Rallis India Limited (‘Rallis’) 2,248 1,984 264 13
of purchase of property, plant and equipment (including
Others and Eliminations (192) (260) 68 (26)
capital work-in-progress) and on account of purchase of
Revenue from operations 10,357 10,337 20 0
current investments for FY 2018-19.
a. In TCL, revenues were lower on account of lower volumes of
Net cash flow from financing activities: The net cash soda ash.
outflow from financing activities is ` 1,101 crore during FY
b. In HFUK, the revenues were lower on account of decrease in
2019-20 compared to an outflow of ` 1,568 crore during FY
sales volumes.
2018-19. The outflow is mainly due to repayment of current
borrowings and payment of dividend. c. Rallis witnessed higher volumes during the year.

113
2. Cost of materials consumed: ` in crore 6. Finance costs: ` in crore
FY FY % FY FY %
Entity Change Entity Change
2019-20 2018-19 Change 2019-20 2018-19 Change
TCL 542 567 (25) (4) TCL 43 86 (43) (50)
HFUK 174 147 27 18 HFUK 129 124 5 4
Rallis 1,217 1,121 96 9 TCNA 131 110 21 19
Others and Eliminations (89) (61) (28) 46 Rallis 6 5 1 20
Total 1,844 1,774 70 4 Others and Eliminations 33 29 4 14
Total 342 354 (12) (3)
Cost of materials consumed increased primarily at Rallis and HFUK
due to higher volumes and price mix. Lower interest cost in TCL is due to repayment of borrowing.
Increase in interest cost in TCNA due to increase in borrowing
3. Purchases of stock-in-trade: ` in crore during the year under review.
FY FY %
Entity Change 7. Other expenses: ` in crore
2019-20 2018-19 Change
TCL 94 102 (8) (8) FY FY %
Entity Change
2019-20 2018-19 Change
HFUK 144 221 (77) (35)
TCNA 20 24 (4) (17) TCL 447 414 33 8
Rallis 141 116 25 22 HFUK 457 498 (41) (8)
Others and Eliminations (147) (219) 72 (33) TCNA 809 890 (81) (9)
Total 252 244 8 3 Rallis 330 332 (2) (1)
Others and Eliminations 20 12 8 67
Purchases of stock-in-trade decreased primarily in the UK due to
Total 2,063 2,146 (83) (4)
lower PFR sales of soda ash.

Other expenses represent the following: ` in crore


4. Power and fuel: ` in crore
FY FY %
FY FY % Entity Change
Entity Change 2019-20 2018-19 Change
2019-20 2018-19 Change
TCL 555 574 (19) (3) Stores and spares 258 266 (8) (3)
HFUK 513 531 (18) (3) consumed
TCNA 325 314 11 4 Packing materials 196 218 (22) (10)
Rallis 57 61 (4) (7) consumed
Total 1,450 1,480 (30) (2) Repairs 445 401 44 11
Rent 59 150 (91) (61)
Power and fuel increased primarily in India, HFUK and TCNA on
Royalty, rates and taxes 340 340 - -
account of higher input fuel cost and depreciating GBP exchange
rates against INR. Sales promotion 91 93 (2) (2)
expenses and Distributors
5. Freight and forwarding charges: ` in crore service charges
Others(*) 674 678 (4) (1)
FY FY %
Entity Change Total 2,063 2,146 (83) (4)
2019-20 2018-19 Change
(*) – Others include insurance charges, distributors’ service charges,
TCL 390 476 (86) (18)
professional fees, foreign exchange loss, travelling expense, provision
HFUK 226 244 (18) (7)
for doubtful debts and advances, directors’ fees/commission,
TCNA 855 817 38 5
Rallis 78 72 6 8 subcontracting cost, outsourcing cost and other expenses.
Others 2 1 1 100 Changes in other expenses is primarily due to:
Total 1,551 1,610 (59) (4) a. Packing materials consumed lower at TCL and Rallis.
Freight and forwarding charges decreased primarily due to lower b. Repair expenses higher at TCNA.
volume and price mix. c. Rent is lower due to new lease accounting standard impact.

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Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

Total Debt and Amortisation Schedule ` in crores competencies in the area of Gut Microbiome, Energy Sciences,
Repayment schedule of existing debt Data Analytics and Advanced Materials.

8,000 7,702 The Centre has explored the application of FOS (fructo-
7,000 oligosaccharides) for skin microbiome and immunity application
to develop next-generation applications in Nutraceuticals. It has
6,000
developed customised vitamin and mineral solutions for the
5,000 industry for fortification of staple foods. IC has built significant
4,070 expertise in fermentation technology and has developed
4,000
3,141 numerous Fossence-based product concepts and prototypes for
3,000 NQ Innovation, aimed at serving society through science.
2,000
IC is currently building competency in lithium cell technology
1,000
367 121 chemistry. It includes the synthesis of cathode active material
1
0 and cell assembly to make lithium battery cells. IC has internalised
Mar’ 20 FY 21 FY 22 FY 23 FY 24 FY 25
Gross Debt lithium cell technology, transferred from ISRO and has built
TCL Standalone and subsidiaries strategic relationships with Indian National Laboratories to
leverage the science available in the country.
Note:
1. Gross debt of ` 7,702 crore includes ` 589 crore of working The IC materials division has continued its journey in building the
capital loans and ` 1,324 crore of bridge loan. HDS business for the Company. The team has recently developed
a new functionalised silica grade for stretchable elastomer used
2. The repayment schedule for term loans has been prepared
in garment applications that significantly improves end-product
considering the existing repayment terms. Some of these
performance. An abrasive grade silica was also developed for oral
loans/facilities may be refinanced, in full or in part, from
care (toothpaste application) for effective removal of pellicle film
time to time in future depending on the requirement and the
from the surface of teeth.
business plans.

Digitalisation & Information Technology


Innovation and Technology
TCL is in an exciting era of Industry 4.0 where businesses are
Innovation Centre
increasingly adopting digital technologies. The Company has
The Innovation Centre (IC) at Pune is the Company’s science and embarked on a journey to standardise and streamline processes
technology hub for seeding new businesses and accelerating the
and empower people with technologies. This will help it to
Company’s businesses. IC supports TCL’s businesses by providing
make informed decisions and drive profitable growth. It has
a customer-centric scientific problem-solving approach for
taken definitive steps towards this by implementing a common
sustainable differentiation. The Centre works with all the business
Enterprise Resource Planning (ERP) system across all group
units, including Material Sciences, Nutritional Solutions, Basic
companies, including Customer Relationship Management (CRM)
Chemistry and new businesses such as Energy. It uses a multi-
and Distributor Management System (DMS) modules in the Basic
disciplinary scientific approach to develop products and services.
Chemistry Business.
At present, the Company has a total of 123 active patent families,
out of which 35 have been granted. In FY 2019-20, IC filed During the year under review, the existing supplier collaboration
4 new patent applications in India and 2 applications in the and sourcing platform was extended to all across the subsidiary
US and published 4 research papers in international peer-reviewed companies. TCL conducted an external study on Data Maturity
journals. Assessment, to provide an insight into the use of digitisation in
the Company, unlocking the power of data. It also undertook
Tech-talk and iNNCOTECH are the two key initiatives and platforms a Digital Roadmapping exercise, aided by an external expert
for knowledge-sharing and learning new technology trends and agency, to prioritise future steps in the strategic planning of
practices at IC. During the year under review, iNNCOTECH was digital programme. Work was initiated on a modern Laboratory
conducted with the inclusion of all the R&D centres, including Information Management system (for R&D labs), Transportation
that of Rallis. The conference was inaugurated by Padma Shri Management System, Dealer Connect System (at Rallis) and
Dr. Mashelkar and attended by global scientists including Padma Human Resource Management System. TCL is strengthening its
Shri Dr. M. M. Sharma. During the year, IC also developed significant internal capability in digital and data analytics to make analytics

115
one of its strongest IT capabilities. The Company has begun to The Company is committed to building a customer-focussed,
simplify and rationalise the various systems and processes across agile and lean organisation. While the restructuring of the Basic
TCL entities, aiming to create synergistic platforms and services. Chemistry Products business is underway, synergies are being
established in the common functions and practices across all TCL
Industrial Internet of Things (IIoT) has been piloted for several entities to leverage mutual strengths, diversity and better service
discrete production processes at the Mithapur plant and it will be to internal customers. To foster collaboration, speed and customer-
replicated across other equipment and processes. This is being centricity in the workforce, the Company has initiated a pilot of
developed under a lighthouse project initiative. The new Nutrition setting up self-managed teams at the Mambattu plant.
business at the Nellore plant was designed with state-of-the-art
digital systems that meet global quality standards. The plant is now The IC, Pune, has also been restructured during the year and is now
a digital factory. focussed on driving greater synergy with Rallis’ R&D.

Cyber-security is a critical function and TCL continually strengthens TCL has been recruiting fresh Graduate Engineer Trainees (‘GET’),
it through the implementation of relevant solutions, processes Diploma Engineer Trainees (‘DET’) and Technician Trainees and is
and by training employees. The Company is focussing on also actively building an internal talent pipeline in its businesses.
strengthening its core infotech for availability, reliability, security Diversity and Inclusion (‘D&I’) has been integrated into its people
and optimising cost in the current macro-economic situation. It strategy through a formal policy that states the Company’s intent
is enhancing analytics for plant automation, safety improvement and direction very clearly.
and efficiencies. Smart Lab with automation and analytics for
faster and cheaper R&D is an example of a priority project, Steps are taken for reskilling and upskilling TCL’s talent pool with
along with developing an end-to-end workflow automation of future-ready and future-engaged competencies. This includes
business process. functional capability, behavioural or managerial capability and
leadership capability.
The Company is driving transformational change with technology
to have smarter factories, smarter labs, smarter offices, along with The year saw TCL collaborating with premier research organisations
a KPI-driven digital and insight mindset. This will create a digital like ISRO, CSIR-CECRI and other institutions that gave its scientists
and analytics-led intelligent enterprise and help drive productivity. exposure to and knowledge about emerging technologies.

For the incoming 2019 batch of GETs, the Campus to Corporate


Human Resources
induction programme, re-branded as ‘Aarambh’, was launched. The
FY 2019-20 saw a wide range of activities on multiple fronts as TCL
on-boarding process is enhanced through engaging with them
went about its transformation journey. Some of the major events
before joining itself, using digital technology.  Access to a mobile-
that had implications for employees and people-related processes
based learning platform was enabled, giving the new joinees not
were: the demerger of the Consumer Products Business; Mithapur
only an overview of the organisation, its values and an insight into
expansion plans; stabilisation of the operations in the Nutrition
the training period, but also kickstarting the learning journey to
business and Silica plants; putting the basic building blocks in new
build 10 foundational leadership competencies.
segments of Energy Storage and Lithium recycling; Aeroponics;
and the merger of Metahelix with Rallis. TCL partnered with Group HR to launch the first batch of
These internal changes were accompanied by fairly significant ‘Coachworks’, which provides a platform for coaching-led
external changes that have far-reaching effects on business intervention for personal growth and development by nominating
and people. Businesses are adopting new technologies in four of its senior leaders. A two-day workshop on Felt Leadership
manufacturing processes, servicing customers, logistics and was conducted for the senior leadership team for further improving
reducing turnaround times. TCL has a complete response plan for the overall safety culture and awareness across the organisation. A
these challenges. workshop on D&I was also conducted for the senior leadership.
edX, the digital platform, witnessed increased participation this
It believes that everything is made possible by its people – the year, empowering TCL people to attend any course, anytime,
Company’s biggest strength. Its workforce and people processes anywhere. Besides this, the Company mandated online courses on
give TCL the edge to manage complexities, embrace change Ethics, Prevention, Prohibition and Redressal of Sexual Harassment
proactively, stay contemporary and create the energy and passion (POSH) and Governance policies for specified role-holders in order
to surge ahead. to reinforce the importance of ethics and compliance at work.

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Management Discussion and Analysis

Apart from classroom and digitised training programmes, development framework, launching a redesigned Management
employee capabilities were sharpened by on-the-job exposure Development Programme, reviewing people policies, relooking at
through a combination of stretch, challenging assignments and work processes are some of the other exciting projects that are
doing a variety of roles. Towards this end, TCL provided a number underway at TCL and will be soon ready for rollout.
of opportunities in new businesses to its existing employees and
hired laterally only for new skill sets. This also provided career Employee Headcount as on March 31, 2020
growth paths for many employees. Entities No. of
Employees
Besides career growth, the Company worked on other drivers of
Tata Chemcials Limited, India 1,820
employee engagement. One of the key initiatives was to deploy
Rallis India Limited 1,610
a cross-functional team of employees under the ‘Refresh 2020’
Ncourage Social Enterprise Foundation 19
programme to study each driver in detail and recommend action
Tata Chemicals Europe 407
plans. This not only enhanced involvement and participation
Tata Chemicals North America Inc. 573
of employees but also incorporated their views and concerns.
Tata Chemicals Magadi Limited 221
TCL helped line managers in interpreting their Xpress Score card
Tata Chemicals International Pte. Ltd. 4
(an employee engagement survey) with specific sessions. Tata Chemicals South Africa (Pty.) Limited 24
Total 4,678
The diverse workforce needs cohort-specific actions to address
their needs and TCL’s actions are designed for this. For instance,
Safety and Health
after inducting the first set of female trainees at Cuddalore, the
Company organised a plant visit and interactive session with their Driven by ‘Target Zero Harm’ – Zero Harm to People, Zero Harm to
parents to reassure them about the safety of their wards and share Asset and Zero Harm to Environment – health and safety form one
the pride of association with TCL. of the core values at TCL. There is an unwavering commitment to the
continuous improvement of the organisation’s safety performance.
A special session on ‘Scripting Your Success’ by the Chief Human
Resources Officer with freshly hired GETs was greatly appreciated. The Company is committed to continuously employing world-
Likewise, the Company organised ‘Spandan’, a workshop for DETs. class Safety, Health and Environment (‘SHE’) practices through
A new platform for rewards and recognition, ‘Kudos’, was launched, benchmarking with the companies that are best in the business.
letting both employees and managers to appreciate and recognise For an exclusive focus on safety and sustainability, the Company has
their peers and team members. a Board level Safety, Health, Environment and Sustainability (‘SHES’)
Committee, chaired by an Independent Director. This Committee
HR Helpdesk was launched as a one-stop solution to answer provides valuable direction and guidance to the Management
employee queries on HR policies, processes and system addressed. to ensure that Safety and Sustainability implications are duly
Work is in progress to launch the HR Chatbot that will enable quick addressed in all new strategic initiatives, budgets, audit actions
response to employee queries. The Health Insurance Scheme has and improvement plans. The SHES Committee also monitors and
been renewed with enhanced employee-friendly features. reviews reports quarterly on SHE performance, including policy
and legal compliances.
The senior leadership team has visited all major sites/offices multiple
times over the past year and has engaged with employees across
The Chief Safety & Engineering Officer has direct access to
levels and cadres to share information and also to understand their
the Chairman of the SHES Committee. The Board-level Risk
views and concerns. There has been a whole series of formal and
Management Committee also monitors the progress on mitigation
informal modes of communication with all relevant stakeholders.
plans associated with key safety risks. The senior leadership at the
TCL signed a Long-Term Settlement with unionised workers at Company plays a definite and defining role in affirming positive
Mithapur during the year, continuing to strengthen harmonious attitudes towards safety and creating an enabling environment.
relationship.
The Company’s Corporate SHE policy is the overarching policy,
The Leadership in Business Ethics (LBE) Assurance Survey score with the subsidiaries fine-tuning it to align with the local regulatory
showed significant improvement for workmen and business and safety directorates, as per their location and legal jurisdiction.
partners segment, indicating that ethical behaviour has become a The health and safety of people is of utmost importance to the
way of life for TCL. It has completed the groundwork for migrating Company and it is keen to address any risk that could pose a
to the new Human Resources Management System and will take threat to a safe and healthy work environment. To ensure steady
it up next year. Apart from digitisation, developing a learning and improvement in the SHE performance, the Company is adopting

117
voluntary standards such as Process Safety and Risk Management, and Sriperumbudur, (f ) re-launch of e-learning module related
ISO 45001, Responsible Care and the British Safety Council to defensive driving for the Company’s Indian employees, (g)
guidelines. The Company’s approach to safety is cohesive and improvements in the training programme, including training
integrates individual and group values, attitudes, competencies programmes for the contract employees in India and introduction
and patterns of behaviour. of certification programme at various locations of the Company as
well as global operations.
As an organisation, the Company’s commitment towards its
safety management programmes follows a top-down approach, In FY 2019-20, a global ‘Safety Head’ meeting was held in Mumbai.
with the senior management persistently working towards All Safety Heads from across the geographies came together to
establishing, demonstrating, sustaining and improving the safety share their best practices. In addition, to assist individual units,
culture and incorporating the Company’s core value of safety in the Company is working on digitisation and data analytics to
their daily responsibilities. The Company demands excellence forecast key vulnerable areas. Over the past 9 years, the Company
and safety accountability from every individual. The workforce has reduced its Recordable Injury Frequency rate by 51%. In
is actively involved in promoting safety and a conscious effort is supply chain safety, the Company’s safety requirements are
made to keep them engaged. Cross-functional teams and joint communicated to the third parties. Periodic audits are conducted
management-workmen committees with active participation by and the Company is handholding the third parties to improve their
senior management are formed at the site level. These teams work safety practices and align their performance to the Company’s
with a focussed agenda across occupational health and safety Target Zero Harm.
areas, best safety practices, risk control, etc. A stronger individual
commitment to safety is also built by linking variable pay/incentive
Rallis is also a Responsible Care member company. The leadership
to the safety record of the business for the year.
team at Rallis is fully committed to building an organisation that
creates new benchmarks in health and safety. Rallis is increasingly
All locations of the Company assess high hazard areas and activities focussing on the production of environment-friendly formulations
with the intent to minimise risk to the lowest extent possible. The through safer chemistry and processes that ensure safety for all
employees are specially trained to tackle any potential hazards stakeholders handling these products. At Rallis, a culture of safety
that may arise in the course of their work. Additionally, tailored is encouraged across hierarchies by promoting behavioural
periodic medical check-ups are administered to the Company’s safety, process safety and road safety as key focus areas among
employees, based on the risk profile of their work area, to identify its workforce. To enhance process safety, gap assessment of
risks to human health. Adequate medical facilities are present existing PSRM is carried out with the help of external experts. Work
at all manufacturing sites and specialised medical facilities are
Safe Online (WSO), the e-portal, has also been implemented to
provided through tie-ups with other hospitals, nursing homes,
record safety performance and take action on deviations. Rallis is
etc. Unfortunately, one fatal incident occurred at the Mithapur
taking various measures to further strengthen its process safety.
site in FY 2019-20. Detailed investigations were carried out and
It has started a daily Behaviour Safety observation rounds with
critical gaps were identified for the incidents. Necessary actions
100% coverage of the Company and associate employees. Rallis
have been taken to prevent their recurrence. These incidents led
has regularly organised awareness workshops and campaigns
the Company to introspect and now the Company is working on
to sensitise the farmer community. During FY 2019-20, under the
evaluating innovative solutions to monitor the health and safety
‘You Are Safe’ campaign, Rallis conducted safety awareness contact
of its employees and contract employees working at critical areas.
programmes in 293 villages across 7 districts, covering 19,530
farmers and 5,972 students.
In order to ensure safety at sites, specific new programmes were
initiated and many other programmes were continued e.g. Process
Safety & Risk Management at Mithapur was declared operational
Sustainability
and further improvisation is in progress under phase-2 and TCNA At TCL, sustainability is aligned with the UN Sustainable
identified and introduced Safety One Plan to achieve injury-free Development Goals. The Company works towards ‘inclusive
workplace. The focus will be on (a) everyone is involved and growth’ to achieve a robust triple bottom line encompassing
engaged, (b) re-think risk in everything and increase training economic, social and environmental aspects.
and development, (c) improvement in safety review mechanism
at Magadi, (d) contract management through hazard awareness Aligned to the Tata Group’s Sustainability Policy, the Company’s
improvements initiatives based on risk perceptions, as part of sustainability policy encompasses actions towards responsible
updating Construction (Design & Management) procedures in the manufacturing, supporting climate change mitigation and
UK, (e) training on Golden Safety Rules at Mambattu, Cuddalore adaptation, circular economy, biodiversity conservation and being

118 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

a neighbour of choice for its key communities. It has adopted an Business Responsibility Report
innovative business approach to balance social, environmental In line with the Regulation 34 (2) (f ) of the SEBI Listing Regulations,
and economic gain by embedding sustainability in the respective the Company reports on its business responsibility. The Business
businesses’ strategy. Key sustainability indicators monitored by the Responsibility Report is available as a separate section in the
Company on a regular basis include the internally developed tools prescribed format. It details all actions taken by the Company
Responsible Manufacturing Index (‘RMI’) and the Sustainability on the 9 business responsibility principles i.e. Business Ethics,
Assessment Framework (‘SAF’). Product Responsibility, Wellbeing of Employees, Stakeholder
Engagement, Human Rights, Environment, Public Policy, CSR and
Efficient energy and waste management, emphasis on recycling
Customer Relations. It is also hosted on the Company’s website at
of water, recyclable packaging, commitment towards EPR,
www.tatachemicals.com.
reuse/recycling of solid waste, watershed, natural capital, waste
composting, biodiversity conservation measures, drinking water
for community, self-help groups, etc. are some of the continuous United Nations Global Compact
efforts that the Company undertakes for inclusive growth of all its The UNGC is a non-binding United Nations pact to encourage
stakeholders. businesses worldwide to adopt sustainable and socially responsible
policies and to report on their implementation. The Company is
TCL uses frameworks such as ISO 14001, OHSAS 18001, Global a signatory to UNGC that promotes 10 principles in the areas of
Reporting Initiative (‘GRI’), Carbon Disclosure, International human rights, labour standards, environment and anti-bribery. The
Integrated Reporting Council (‘IIRC’), United Nations Global Company has been preparing and uploading the Communication
Compact (‘UNGC’), Science Based Targets Initiative (‘SBTi’) etc. to on Progress (‘COP’) since 2005. The Company has uploaded a
share its performance with stakeholders. This gives the Company comprehensive communication on progress since last year and
an opportunity to get feedback from the stakeholders and engage has included all the entities across the enterprise for the same. It
with the key customers under supply chain programmes. will continue to do so going forward. The Company continues its
commitment to UNGC and will submit its COP on the 10 UNGC
Integrated Report principles for FY 2019-20. The details of UNGC can be viewed
The Company has adopted IIRC framework to establish integrated on www.unglobalcompact.org and on the Company’s website
reporting within the mainstream business. In accordance with the www.tatachemicals.com.
IIRC Framework, the Company has included an Integrated Report
<IR> as part of this Annual Report. The <IR> seeks to provide a Carbon Disclosure Project
concise and integrated account of how the Company’s Strategy,
CDP is a not-for-profit organisation that facilitates the global
Governance, Performance and Prospects are delivering on its
disclosure system for investors, companies, cities, states and regions
core purpose – being a global company. The <IR> encompasses
on taking urgent action to build a truly sustainable economy by
all key non-financial performance indicators which are material
measuring and understanding their environmental impact. It has
to the Company as per GRI, UNGC and Carbon Disclosure
developed a system that leads an engagement on environmental
Project (‘CDP’). It plays a crucial role in establishing the linkages
issues across the world. The Company has been reporting on CDP
between environmental and social sustainability as well as the
climate change, CDP water and CDP supply chain since 2007.
financial growth of the organisation. The <IR> contains assured
They provide guidance for climate change reporting and help
sustainability data for FY 2019-20 for entities across the enterprise.
companies evaluate their sustainability performance. TCL aims to
All additional information from all geographies, not covered under
perform better on YoY scores to achieve the desired goal.
the <IR>, will also be available in the public domain shortly and
can be viewed in the Sustainability section of the Company’s
website at www.tatachemicals.com.

119
Water withdrawal pattern itself and identifying levers for GHG emission reductions across the
Municipal water 0% enterprise while still pursuing a growth strategy.
(235 Mega Liters)
Ground water 0% Rain water 0% Business Excellence
(64 Mega Litres) (216 Mega Litres)
The Company remains committed to continually raising the bar
on performance in all aspects of its business. The Tata Business
28% Surface water Excellence Model (‘TBEM’) serves as a pivotal framework that
(27,213 Mega Litres)
allows the Company to gain insights into its performance and
establish continuous improvement initiatives for attaining
superior business results and maximising satisfaction and value
to the customers. The TBEM framework comprises six core areas
Sea water 72% of business excellence: Leadership, Strategic Planning, Customer
(70,535 Mega Litres)
Focus, Analysis & Knowledge Management, Workforce Focus and
Process Management. For the Company, a global organisation that
has its manufacturing operations spread across four continents,
Surface water Sea water Municipal water with diverse business segments and employees from different
Rain water Ground water cultures, TBEM serves as a platform to establish a common
standard of excellence. The Company participated in the Tata
Group level TBEM assessments in 2019, which provided valuable
Energy consumption pattern [Terajoule (TJ)] inputs into the strengths and areas of focus for the Company. This
helps TCL to strengthen the culture of excellence and progress
North 160 towards becoming a world-class organisation.
America 17,117

India 38 Internal Controls


22,851
The Company has an independent Internal Audit function with
UK
7 well-established risk management processes both at the business
7,001 and corporate levels. The scope and authority of the Internal Audit
100 function is derived from the Internal Audit Charter approved by
Magadi
767 the Audit Committee. The Company has engaged a reputable
external firm to support the Internal Auditor for carrying out the
Indirect Energy Direct Energy Internal Audit reviews.
Reviews are conducted on an on-going basis, based on a
Carbon footprint (Metric KiloTon) comprehensive risk based audit plan, which is approved by the
Audit Committee at the beginning of each year.
North 27.6
America 1,564.5
The Audit Committee meets on a quarterly basis to review and
discuss the various Internal Audit reports and follow up action plans
India 4.6 of past significant audit issues and compliance to the audit plan.
2,346.7
The Chairperson of the Audit Committee has periodic one-on-one
0.5
UK 415.5 meetings with the Internal Auditor & Controller – Risk to discuss
any key concerns.
10
Magadi
120.1
Risk Management Framework
Scope 1 GHG Emissions Scope 2 GHG Emissions The following section discusses various dimensions of the
Company’s Enterprise Risk Management (‘ERM’) system. The risk-
related information outlined in this section is not exhaustive and
Science Based Targets Initiative
is for information purposes only. The discussion may contain
The SBTi is a partnership between CDP, UNGC, WRI and statements which may be forward-looking in nature.
World Wide Fund (‘WWF’), which helps companies determine how
much and how quickly they need to reduce greenhouse gas (GHG) The Company’s business model is subject to uncertainties that
emissions in line with climate science to future-proof growth. TCL may cause actual results to differ materially from those reflected in
has signed up for SBTi and is working towards setting a target for any forward-looking statements.

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Integrated Report Statutory Reports Financial Statements
Management Discussion and Analysis

Overview The key roles and responsibilities regarding risk management in


Risk Management is an integral part of Company’s strategy and the Company are summarised as follows:
planning process. Based on proactive identification of risks, 1. Board of Directors
action plans are devised to mitigate the risks that could materially
Reviewing and guiding risk policy of the Company
impact the Company’s long-term sustainability. Mitigation plans
Ensuring the integrity of the systems for risk management
with identified owners are set against target dates and progress
of mitigation actions are monitored and reviewed. ERM in the 2. Risk Management Committee of Board
Company seeks to minimise adverse impact on business objectives
Overseeing the Company’s risk management process and
and to enhance stakeholder value.
controls
Over the years, the ERM process has evolved into a robust exercise Setting strategic plans and objectives for risk management, risk
entailing a balanced ‘bottom-up’ and ‘top-down’ approach philosophy and risk minimisation
covering all units, functions and departments of the Company and Reviewing compliance with policies implemented by the
its subsidiaries. Company
Reviewing risk assessment of the Company annually and
As a process, the Company follows a well-defined 4-step ERM process
to address the risks associated with its business. The ERM process exercising oversight of various risks including Strategic Risk,
framework has evolved and matured over the years and is based Operational Risk, Market Risk, Cyber Security, etc.
on international standards including ISO 31000 and the Committee Oversight of the Company’s risk tolerance and risk appetite
Report and update to the Board periodically on various matters
of Sponsoring Organizations of the Treadway Commission, with
inputs drawn from the best practices of leading companies across it has considered
Reviewing and analysing risk exposure related to specific issues,
industries but tailored to suit TCL’s business needs. Risk Management
and Internal Audit functions complement each other at TCL. concentrations and limit excesses and provide oversight of risk
across organisation.   
Risk Management: Governance Structure 3. Risk Management Group at Senior Leadership Level
The Company has constituted a robust governance structure
Identification and review of enterprise risks from time to time,
consisting of 5 levels thereby ensuring both bottom-up and
initiating mitigation actions, identifying owners and reviewing
top-down approach.
progress
It constituted the Risk Management Committee (‘RMC’) to oversee Identification and review of risk appetite and risk trigger (at
the risk management efforts in the Company. The Committee Enterprise Level)
currently consists of Mr. S. Padmanabhan, Ms. Padmini Khare Implementation of Risk reduction strategies
Kaicker, Mr. R. Mukundan, Mr. Zarir Langrana and Mr. John Mulhall Formulating and deploying Risk Management Policy
as Members. The RMC meets quarterly to review key risks and Deploying practices for identification, assessment, monitoring,
assess the status of mitigation measures. The TCL approach to risk mitigation and reporting of risks
management is designed to provide reasonable assurance that Providing updates to RMC from time to time on the enterprise
its assets are safeguarded; the risks facing the business are being risks and actions taken
assessed and mitigated.
4. RMG at Business Unit Level/Subsidiary Level
The risk management framework is described below:
Reviewing respective BU/Subsidiary risks from time to time,
Board of Directors
initiating mitigation actions, identifying owners and reviewing
progress
Identification and review of risk appetite and risk trigger (at BU/
Risk Management Committee Subsidiary Level)
of Board Implementation of risk reduction strategies
Deploying Risk Management Policy
Risk Management Group at Deploying practices for identification, assessment, monitoring,
Senior Leadership Level mitigation and reporting of risks
Providing updates to RMG and RMC level from time to time on
the respective SBU risks and actions taken
RMG at Business Unit Level/
Subsidiary Level
5. Risk Owners
Responsible for developing and acting on risk mitigation plan
Risk Owners Providing periodic updates to RMC on risks with mitigation plan

121
Risk Categories
The following broad categories of risks have been considered in the Risk Management Framework:

Strategic
Risk

Financial Reputational
Risk Risk
Risk
Categories

Regulatory
and Operational
Compliance Risk
Risk

• Strategic Risk includes the range of external events and trends (like Government policy) that can adversely impact the Company’s
strategic growth trajectory and destroy stakeholder value. It also includes the risks arising out of the choices the Company has made
in defining its strategy.

• 
Reputational Risk includes range of events that creates a mismatch between stakeholders’ expectations and their perceptions of
the Company’s performance around those expectations.

• 
Operational Risks are those risks which are associated with operational uncertainties including failure in critical equipment, attrition,
etc.

• 
Regulatory and Compliance Risk are risks on account of inadequate compliance of regulations, contractual obligations and
intellectual property violations leading to litigation and loss of reputation.

• Financial Risk are risks faced by the organisation in terms of internal systems, planning and reporting.

Cautionary Statement
Statements in the Management Discussion and Analysis describing the objectives, projections, estimates and expectations of the Company, its
direct and indirect subsidiaries and its associates, may be ‘forward-looking statements’ within the meaning of applicable laws and regulations.
Actual results might differ substantially or materially from those expressed or implied. Important factors that could make a difference to the
Company’s operations include, among others, economic conditions affecting demand/supply, price conditions in the domestic and overseas
markets in which the Company operates, changes in the Government regulations, tax laws and other statutes and incidental factors.

122 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

Corporate Governance Report


We do not claim to be more unselfish, more generous or more philanthropic than other people. But we think we
started on sound and straightforward business principles, considering the interests of the shareholders our own,
and the health and welfare of the employees, the sure foundation of our success.
- Jamsetji Tata

1. Company’s Philosophy on the Code of of Covid-19], with regard to Corporate Governance and
Governance the same has been disclosed in this Report. The Company
The Company has over the years followed best practices of endeavours to ensure that highest standards of ethical and
Corporate Governance. The Company is committed to the Tata responsible conduct are met throughout the organisation.
Code of Conduct (‘TCoC’) which articulates values and ideals
that guide and govern the conduct of the Tata companies 2. Board of Directors
as well as its employees in all matters relating to business. Composition of the Board
The Company’s overall governance framework, systems and The Board of Directors of the Company is the highest
processes reflect and support our Mission, Vision and Values. governance authority within the management structure
The Company’s philosophy on corporate governance of the Company. Further, the Board is totally committed to
oversees business strategies and ensures fiscal accountability, the best practices for effective Corporate Governance. The
ethical corporate behaviour and fairness to all stakeholders Board regularly reviews and updates Corporate Governance
comprising regulators, employees, customers, vendors, practices to accommodate developments within the market
investors and the society at large. place in general and the business in particular.
The Company has a strong legacy of fair, transparent The Company has an active, experienced, diverse and a
and ethical governance practices and it believes that well-informed Board. The Board along with its Committees
good Corporate Governance is essential for achieving undertakes its fiduciary duties keeping in mind the interests
long-term corporate goals and enhancing stakeholders’ of all its stakeholders and the Company’s Corporate
value. In this pursuit, the Company’s Corporate Governance Governance philosophy. The Nomination and Remuneration
philosophy is to ensure fairness, transparency and integrity Committee of the Board ensures the right composition of the
of the management, in order to protect the interests of all its Board. As on March 31, 2020, the composition of the Board of
stakeholders. Directors was as under:
The Company has adopted a Code of Conduct for its Board Composition as on March 31, 2020
employees including the Managing Director & CEO and the
Executive Director as well as for its Non-Executive Directors
including Independent Directors which suitably incorporates 25%
the duties of Independent Directors as laid down in the
Companies Act, 2013 (‘the Act’). The Company has also 50%
8
adopted the Guidelines on Board Effectiveness to fulfill its Directors
responsibilities towards its stakeholders.
25%
The Company’s Corporate Governance philosophy has been
further strengthened through the Tata Business Excellence
Model, the Tata Code of Conduct for Prevention of Insider Non-Executive Independent Directors
Trading and the Code of Corporate Disclosure Practices and (including 2 Women Directors)
adoption of Anti-Bribery & Anti-Corruption and Anti-Money Non-Executive Non-Independent Directors
Laundering Policies. Executive Directors

The Company has adhered to the requirements stipulated The composition of the Board of Directors of the Company is
under Regulations 17 to 27 read with para C and D of
in conformity with Regulation 17 of the Listing Regulations
Schedule V and clauses (b) to (i) of sub-regulation (2) of
and Section 149 of the Act.
Regulation 46 of SEBI (Listing Obligations and Disclosure
Requirements) Regulations, 2015 (‘Listing Regulations’) as Detailed profile of the Directors is available on the Company’s
applicable [including relaxations granted by SEBI in the wake website at https://www.tatachemicals.com/DirectorsProfile.htm.

123
Board of Directors
The composition and category of Directors, the number of Directorships and Committee Chairpersonships/Memberships held by
them and Directorships held by them in other listed entities as on March 31, 2020 are as follows:
Number of Number of committee
directorships in positions held in Other listed entities (including debt listed) where
Sr. other public limited
other public limited Directors of the Company held directorships
Name of the Director
No. companies* companies**
Category of
Chairperson Member Chairperson Member Name of the Listed Entity
Directorship
Non-Executive Non-Independent Directors
1. Mr. Bhaskar Bhat 2 3 - 5 Titan Company Limited NE-NID
(DIN: 00148778) Rallis India Limited NE-NIC
Trent Limited NE-NID
Bosch Limited ID
2. Mr. S. Padmanabhan - 3 - - - -
(DIN: 00306299)
Non-Executive Independent Directors
3. Mr. Nasser Munjee#
N.A. N.A. N.A. N.A. N.A. N.A.
(DIN: 00010180)
4. Dr. Y. S. P. Thorat#
N.A. N.A. N.A. N.A. N.A. N.A.
(DIN: 00135258)
5. Ms. Vibha Paul Rishi - 7 1 6 Asian Paints Limited ID
(DIN: 05180796) The Indian Hotels Company Limited ID
  Escorts Limited ID
  ICICI Prudential Life Insurance ID
Company Limited
6. Ms. Padmini Khare Kaicker - 4 3 1 Tata Cleantech Capital Limited ID
(DIN: 00296388) Rallis India Limited ID
Kotak Mahindra Investments Limited ID
7. Dr. C. V. Natraj^ - 1 - 1 Rallis India Limited ID
(DIN: 07132764)
8. Mr. K. B. S. Anand^ - 2 - 1 Asian Paints Limited & MD & CEO
(DIN: 03518282)
Executive Directors
9. Mr. R. Mukundan – MD & CEO - 2 - 2 Rallis India Limited NE-NID
(DIN: 00778253) Tata International Limited NE-NID
10. Mr. Zarir Langrana – ED - - - - - -
(DIN: 06362438)
MD & CEO – Managing Director & Chief Executive Officer; ED – Executive Director; NE-NIC – Non-Executive Non-Independent Chairperson;
NE-NID – Non-Executive Non-Independent Director; ID – Independent Director
* Excludes directorships in associations, private limited companies, foreign companies, companies registered under Section 8 of the Act, Government
Bodies and Alternate Directorships
** Represents Chairpersonships/Memberships of Audit and Stakeholders Relationship Committees in all public limited companies as required under
Regulation 26(1)(b) of the Listing Regulations
# Retired as Independent Director of the Company w.e.f. August 20, 2019 upon completion of tenure
^ Dr. C. V. Natraj and Mr. K. B. S. Anand were appointed as Independent Directors of the Company w.e.f. August 8, 2019 and October 15, 2019 respectively
& Retired as the MD & CEO of Asian Paints Limited w.e.f. March 31, 2020. Further, Mr. Anand has been appointed as an Independent Director on the Board
of Marico Limited w.e.f. April 1, 2020

The Eightieth (80th) Annual General Meeting (‘AGM’) of the Company for the Financial Year (‘FY’) 2018-19 was held on July 8, 2019. All the
Directors of the Company as on the date of the AGM except Ms. Vibha Paul Rishi, Independent Director were present at the 80th AGM.
None of the Directors on the Board is a Director in more than 7 listed entities. None of the Non-Executive Directors is an Independent
Director in more than 7 listed companies as required under the Listing Regulations. Further, the Managing Director & CEO and the
Executive Director do not serve as Independent Directors in any listed company. None of the Directors held directorship in more than
20 Indian companies, with not more than 10 public limited companies. None of the Directors on the Board is a Member of more than

124 I Integrated Annual Report 2019-20


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10 Committees and Chairperson of more than 5 Committees (committees being Audit Committee and Stakeholders Relationship
Committee, as per Regulation 26(1) of the Listing Regulations) across all the public companies in which he/she is a Director. All the
Directors have made the requisite disclosures regarding committee positions held by them in other companies.
None of the Directors of the Company is related to each other and there are no inter-se relationships between the Directors. As on
March 31, 2020, Dr. Natraj, Mr. Mukundan and Mr. Langrana held 209, 500 and 3,666 equity shares of the Company respectively. Apart
from them, no other Director holds any shares in the Company. The Company has not issued any convertible instruments.
Skills/expertise/competencies of the Board of Directors
The Board of the Company is highly structured to ensure a high degree of diversity by age, education/qualifications, professional
background, sector expertise, special skills, nationality and geography.
The Board of Directors have, based on the recommendations of the Nomination & Remuneration Committee, identified the following
core skills/expertise/competencies of Directors as required in the context of the businesses and sectors of the Company for its
effective functioning and the same is mapped against each of the Directors:

Given the international


and global presence,
directors having multiple
geography and cross-
cultural experience
Relevant experience in 1 2 3 5 6 7 8 Leadership experience in
the matters of CSR, Safety, managing companies and
Sustainability and including associations including general
Community and Values management
1 2 3 5 6 7 8 1 2 3 4 5 6 7 8

Experience in Industry experience


human resources, including entire value
communication and chain

Skills and
media 1 2 3 5 6 7 8
1 2 3 5 6

expertise
Expertise in the field of
Relevant experience in science and technology
Finance/Auditing/ Tax/Risk given the Company's
Management Function/ focus on research and
Regulatory/Corporate innovation
Governance 5 7
4 6

In-depth experience in Knowledge in the field of


corporate strategy and Information Technology
strategic planning and Digitalisation
1 2 3 6 7 8 3 4 7 8

1 Mr. Bhaskar Bhat 3 Mr. S. Padmanabhan 5 Dr. C. V. Natraj 7 Mr. R. Mukundan


2 Ms. Vibha Paul Rishi 4 Ms. Padmini Khare Kaicker 6 Mr. K. B. S. Anand 8 Mr. Zarir Langrana

The current composition of the Board meets the requirements of skills, expertise and competencies as identified above.

125
Board Procedure of the Company’s subsidiary companies, adoption of
For seamless scheduling of Meetings, the calendar of quarterly/half-yearly/annual results, corporate restructuring,
Meetings of the Board and Committees is circulated and transactions pertaining to purchase/disposal of property,
agreed upon at the beginning of the year. major accounting provisions and write-offs/write-backs,
minutes of the Meetings of the Audit and other Committees
The Company Secretary tracks and monitors the Board of the Board.
and Committee proceedings to ensure that the Terms of
Reference/Charters are adhered to, decisions are properly In addition to the information required under Regulation
recorded in the minutes and actions on the decisions are 17(7) read with Part A of Schedule II of the Listing Regulations,
tracked. The Terms of Reference/Charters are amended and which is required to be placed before the Board, the Directors
updated from time to time in order to keep the functions are also kept informed of major events and approvals
and role of the Board and Committees at par with the obtained, if necessary.
changing statutes. Meeting effectiveness is ensured through
clear agenda, circulation of material in advance and as per All the Board and Committee Meetings conducted are
statutory timelines, detailed presentations at the Meetings paperless with documents securely uploaded on the Board
and tracking of action taken reports at every Meeting. Application and accessed through an iPad. This has resulted
Additionally, based on the agenda, Meetings are attended by in saving paper, reducing the cycle time to make documents
Members of the senior leadership as invitees, which brings in available to the Board/Committee Members and increasing
the requisite accountability and also provides developmental confidentiality.
inputs.
Video conferencing facility is also used to facilitate Directors
The Board plays a critical role in the strategy development travelling/residing abroad or at other locations to participate
of the Company. To enable the Board to discharge its in the Meetings. In compliance with the relaxations granted
responsibilities effectively and take informed decisions, the by the Ministry of Corporate Affairs due to outbreak of
Managing Director & CEO apprises the Board on the overall Covid-19, the Company has also conducted its Board and
performance of the Company every quarter including the Committee Meetings through video conferencing, without
performance of the overseas operating subsidiaries.
physical presence of Directors and attendees, to adhere to
the social distancing norms.
The Board periodically reviews the strategy, annual business
plan, business performance of the Company and its key Board Meetings Held
subsidiaries, technology and innovation, quality, customer
The Board met nine (9) times during FY 2019-20.
centricity, capital expenditure budgets and risk management,
safety and environment matters. Amongst other things, The gap between two Meetings did not exceed one hundred
the Board also reviews the compliance reports of the laws and twenty days and the Meetings were conducted in
applicable to the Company, internal financial controls and compliance with all applicable laws. The necessary quorum
financial reporting systems, minutes of the Board Meetings was present for all the Board Meetings.

126 I Integrated Annual Report 2019-20


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Attendance at the Board Meetings held during the year


Name of the Director Category Meetings held on No. of
May May August October December December February February March Meetings
3, 2019 15, 2019 8, 2019 30, 2019 11 & 12, 31, 2019 3, 2020 14, 2020 26, 2020 attended
2019
Mr. Bhaskar Bhat NED 9
Mr. Nasser Munjee# ID LOA N.A. N.A. N.A. N.A. N.A. N.A. 2
Dr. Y.S.P. Thorat
#
ID N.A. N.A. N.A. N.A. N.A. N.A. 3
Ms. Vibha Paul Rishi ID LOA 8
Mr. S. Padmanabhan NED LOA& 8
Ms. Padmini Khare Kaicker ID LOA 8
Dr. C. V. Natraj* ID N.A. N.A. N.A. 6
Mr. K. B. S. Anand^ ID N.A. N.A. N.A. LOA 5
Mr. R. Mukundan MD & CEO 9
Mr. Zarir Langrana ED 9
ID - Independent Director; NED - Non-Executive Director; MD & CEO - Managing Director & Chief Executive Officer; ED - Executive Director;
LOA – Leave of Absence; N.A. – Not Applicable
# Retired as Independent Director of the Company w.e.f. August 20, 2019 upon completion of tenure
* Appointed as an Additional and Independent Director w.e.f. August 8, 2019
^ Appointed as an Additional and Independent Director w.e.f. October 15, 2019
Mr. S. Padmanabhan joined the Meeting through audio call
&

During the year under review, the Board elected Mr. Bhaskar Independent Directors have confirmed that they are not
Bhat as Chairperson for each of the above Meetings of the aware of any circumstances or situations which exist or may
Board. be reasonably anticipated that could impair or impact their
ability to discharge their duties.
Independent Directors
The Company currently has 4 Non-Executive Independent In the opinion of the Board, the Independent Directors fulfill
Directors which comprise 50% of the total strength of the the conditions of independence specified in the Act and the
Board of Directors. Listing Regulations and are independent of the management.

Mr. Nasser Munjee and Dr. Y. S. P. Thorat ceased to be


Further, the Independent Directors of the Company have
Independent Directors of the Company with effect from
undertaken requisite steps towards the inclusion of their
August 20, 2019 upon completion of their tenure.
names in the data bank of Independent Directors maintained
During the year, the Board of Directors based on the with the Indian Institute of Corporate Affairs in terms of
recommendations made by the Nomination & Remuneration Section 150 of the Act read with Rule 6 of the Companies
Committee appointed Dr. C. V. Natraj and Mr. K. B. S. Anand (Appointment & Qualification of Directors) Rules, 2014.
as Non-Executive Independent Directors with effect from
August 8, 2019 and October 15, 2019 respectively, subject to Meeting of Independent Directors
approval of the shareholders. During the year under review, one meeting of the
Independent Directors of the Company was held on
Independence of Directors March 26, 2020 as required under Schedule IV of the Act (Code
The Company has received a declaration from the of Independent Directors) and Regulation 25(3) of the Listing
Independent Directors confirming that they meet the criteria Regulations. At their Meeting, the Independent Directors
of independence as prescribed under Section 149(6) of the reviewed the performance of Non-Independent Directors
Act read with Regulation 16(1)(b) of the Listing Regulations. and the Board as a whole, Chairperson (as elected by the
In terms of Regulation 25(8) of the Listing Regulations, the Board for each meeting of the Board of Directors) after taking

127
the views of Executive Directors and Non-Executive Directors updated by regularly sharing various useful articles relating
and also assessed the quality, quantity and timeliness of flow to the Company’s performance, operations, its market and
of information between the Company’s management and competition on the Board Application.
the Board that is necessary for the Board to effectively and
reasonably perform their duties. The Meeting was attended The Board of Directors and Senior Management of
by all the Independent Directors as on that date and the Company as well as its key operating subsidiaries
Dr. C. V. Natraj chaired the said Meeting. jointly participated in a strategy workshop held on
December 11 & 12, 2019 to review the Company’s strategy
Terms and Conditions of appointment of across its businesses, future growth, performance of its key
Independent Directors operating subsidiaries and updates on the Tata Business
All the Independent Directors of the Company have been Excellence Model (‘TBEM’).
appointed as per the provisions of the Act and the Listing
During the year, as part of the induction programme,
Regulations. Formal letters of appointment are issued to
Dr. C. V. Natraj and Mr. K. B. S. Anand, Independent Directors
the Independent Directors after their appointment by
visited the Company’s plant at Mithapur and met the leadership
the Members. As required by Regulation 46 of the Listing
teams there. The Directors spent entire day at the respective
Regulations, the terms and conditions of their appointment
have been disclosed on the website of the Company at plants to get a deeper insight on the Company’s operations.
https://www.tatachemicals.com/TCAID.htm. Pursuant to Regulation 46 of the Listing Regulations, the
details of such familiarisation programme during the year
Induction and Familiarisation Programme for FY 2019-20 are available on the website of the Company at
Directors
https://www.tatachemicals.com/FamiliarisationProgramme.htm.
The Company has a familiarisation programme for its
Independent Directors. The objective of the programme Appointment/Re-appointment of Directors
is to familiarise the Independent Directors to enable them
As required under Regulation 26(4) and Regulation 36(3)
to understand the Company, its operations, strategies,
of the Listing Regulations and Secretarial Standards - 2 on
business, functions, policies, industry and environment
General Meetings issued by Institute of Company Secretaries
in which it functions and the regulatory environment
of India, particulars of Directors seeking appointment/
applicable to it and operations of its subsidiaries. These
include orientation programme upon induction of new re-appointment at this AGM are given in the Notice of the
Directors as well as other initiatives to update the Directors AGM which forms part of this Annual Report.
on a continuous basis. An induction kit is provided to new
Code of Conduct
Directors which includes the Annual Report, overview
of the Company and its operating subsidiaries, charters The Company has adopted the TCoC for its Whole-time
of the Committees, annual Board/Committee Meeting Directors, Senior Management Personnel and other
calendar, TCoC, Code of Conduct for Non-Executive Executives which is available on the website of the Company
Directors including Independent Directors, Company’s at https://www.tatachemicals.com/TCOC.htm.
Code of Conduct for Prevention of Insider Trading and
The Board has also adopted a Code of Conduct
Code of Corporate Disclosure Practices, etc. Meetings with
for Non-Executive Directors, which incorporates the
Business/Functional Heads are organised to provide a brief
duties of Independent Directors as laid down in
on the businesses/functions.
Schedule IV of the Act (‘Code for Independent Directors’)
Pursuant to Regulation 25(7) of the Listing Regulations, the and Regulation 17(5) of the Listing Regulations and
Company imparted various familiarisation programmes the same is available on the website of the Company at
to its Directors including review of long-term strategy, https://www.tatachemicals.com/TCOCNED.htm.
industry outlook, regulatory updates at the Board and Audit
As on March 31, 2020, all the Board Members and Senior
Committee Meetings, Corporate Social Responsibility, Data
Management of the Company have affirmed compliance
Analytics, Cyber Security, Tax, Digital and Litigation updates.
with their respective Codes of Conduct. A declaration to this
Besides the above, presentation on Risk Management,
effect duly signed by the Managing Director & CEO forms
HR processes and people strategy, Safety and Sustainability
part of this Report.
initiatives of the Company are made at their respective
Committees where some of the Independent Directors Apart from reimbursement of expenses incurred in discharging
are also members. The Directors are also kept continuously their duties and the remuneration that the Directors would

128 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

be entitled under the Act as Non-Executive Directors, none of fixation of audit fees and also approval for payment of
the Directors has any other material pecuniary relationships audit and non-audit services;
or transactions with the Company, its Promoters, its Directors, • Scrutinise inter-corporate loans and investments,
its Senior Management or its Subsidiaries. and review the utilisation of loans and/or advances
from/investment by the holding company in the
Senior Management of the Company have made disclosures
subsidiary;
to the Board confirming that there are no material, financial
and/or commercial transactions between them and the • Reviewing the adequacy of internal control system,
Company which could have potential conflict of interest internal audit function and risk management function;
with the Company at large. • Discussion with internal auditors of any significant
findings and follow up thereon;
3. Audit Committee • Provide guidance to the Compliance Officer for setting
The Audit Committee’s role is to assist the Board fulfill its forth policies and implementation of the Tata Code of
Corporate Governance and overseeing responsibilities Conduct for Prevention of Insider Trading. Reviewing
in relation to the Company’s financial reporting process compliance with the provisions of SEBI (Prohibition
carried out by the Management, internal control system, risk of Insider Trading) Regulations, 2015, atleast once in a
management system and internal and external audit functions. financial year and verifying that the systems for Internal
Controls are adequate and are operating effectively;
The Audit Committee functions according to its
• Review the significant related party transactions;
Charter/Terms of Reference that defines its composition,
authority, responsibilities and reporting functions. The
• Valuation of undertakings or assets of the listed entity,
wherever it is necessary;
Board has adopted a Charter of the Audit Committee for its
functioning. All the items listed in Section 177 of the Act and • Reviewing the findings of any internal investigations
Regulation 18(3) read with Part C of Schedule II of the Listing by the internal auditors into matters where there is
Regulations are covered in its terms of reference. suspected fraud or irregularity or a failure of internal
control systems of a material nature and reporting the
Terms of Reference matter to the Board;
The Audit Committee of the Company is responsible for • Approve the appointment of the Chief Financial Officer
supervising the Company’s internal controls and financial after assessing the qualifications, experience and
reporting process and inter alia, performs the following background of the candidate;
functions: • Carrying out any other function as is mentioned in the
• Oversight of the Company’s financial reporting process terms of reference of the Audit Committee.
and disclosure of its financial information; Further pursuant to Regulation 18(2)(c) of the Listing
• Review of the Company’s accounting policies, internal Regulations, the Audit Committee is empowered to
accounting controls, financial and such other matters; investigate any activity within its terms of reference, seek
• Review the functioning of Whistleblower Mechanism of information it requires from any employee, obtain outside
the Company which shall include the Vigil Mechanism legal or other Independent professional advice and secure
for Directors and employees to report genuine attendance of outsiders with relevant expertise, if considered
concerns in the prescribed manner; necessary. Apart from the above, the Audit Committee also
exercises the role and powers entrusted upon it by the Board
• Discuss and review, with the management and
of Directors from time to time.
auditors, the annual/quarterly Financial Statements
before submission to the Board;
Meetings Held
• Hold timely discussions with external auditors During FY 2019-20, ten (10) Meetings of the Audit Committee
regarding critical accounting policies and practices, were held on the following dates:
significant reporting issues and judgements made,
nature and scope of audit;
• April 12, 2019 • October 11, 2019
• Evaluate auditors’ performance, qualification,
• May 3, 2019 • October 30, 2019
independence and effectiveness of audit process; • May 15, 2019 • December 31, 2019
• Recommend to the Board, the appointment, • August 1, 2019 • January 24, 2020
re-appointment, removal of the external auditors, • August 8, 2019 • February 3, 2020

129
The gap between two Meetings did not exceed one hundred where Internal Audit Reports are discussed. The Committee,
and twenty days. The necessary quorum was present for all from time to time, also invites such of the executives, as it
the Meetings of the Committee. considers appropriate, to be present at the Meetings.
During the year under review, the Committee reviewed
Composition and Attendance
the key audit findings covering operational, financial and
No. of compliance areas, internal financial controls and financial
Name of the Member Category Meetings reporting systems. The Audit Committee also reviewed the
attended reports on leadership of business ethics, reports on dealings
Mr. Nasser Munjee (Chairperson)* ID 4 under Prohibition of Insider Trading Regulations and Related
Dr. Y. S. P. Thorat** ID 5 Party Transactions. The Chairperson of the Audit Committee
Ms. Padmini Khare Kaicker ID 9 briefs the Board about the significant discussions at the
(Chairperson)# Audit Committee Meetings. The minutes of each of the Audit
Ms. Vibha Paul Rishi@ ID 5 Committee Meeting are placed in the next Meeting of the
Mr. S. Padmanabhan NED 9 Board.
Dr. C. V. Natraj@ ID 5 Mr. Nasser Munjee, former Chairperson of the
ID - Independent Director; NED - Non-Executive Director Audit Committee, was present at the last AGM held on
* 
Retired as Independent Director of the Company July 8, 2019. Ms. Padmini Khaire Kaicker, Chairperson of the
w.e.f. August 20, 2019 upon completion of tenure and accordingly Audit Committee, was also present at the last AGM held on
ceased as the Chairperson and Member of the Committee with effect July 8, 2019.
from that date
4. Nomination and Remuneration Committee
** 
Retired as Independent Director of the Company
w.e.f. August 20, 2019 upon completion of tenure and accordingly
The role of the Nomination and Remuneration Committee
ceased as a Member of the Committee with effect from that date
(‘NRC’) is to oversee the selection of Directors and Senior
Management Personnel based on criteria related to the
# Appointed as the Chairperson of the Committee
specific requirement of expertise and independence.
w.e.f. August 21, 2019
The NRC evaluates the performance of Directors and
@ Appointed as a Member of the Committee w.e.f. August 8, 2019 Senior Management Personnel based on the expected
performance criteria. NRC also recommends to the Board the
Mr. Nasser Munjee, former Chairperson of the remuneration payable to Directors and Senior Management
Audit Committee, is an eminent economist and leading Personnel of the Company.
banker. Ms. Padmini Khare Kaicker, Chairperson of the
Audit Committee is a Chartered Accountant, Certified Terms of Reference
Public Accountant (USA) and the Managing Partner of The Board has adopted a charter of the NRC for its smooth
B. K. Khare & Co., one of the leading and respected Indian functioning covering aspects relating to composition,
Accounting Firms. All Members of the Audit Committee are responsibilities, evaluation process, remuneration, Board
financially literate. development and reviewing HR strategy. The key terms of
reference of the NRC, inter alia, are:
The Company Secretary acts as the Secretary to the Audit
Committee. The composition of the Committee is in • Make recommendations to the Board regarding the
conformity with Section 177 of the Act and Regulation 18(1) setup and composition of the Board;
of the Listing Regulations. • Identify persons who are qualified to become directors
and who may be appointed in senior management in
The Chairperson of the Audit Committee has one on one accordance with the criteria laid down and recommend
meetings both with the Internal Auditor and the Statutory to the Board of Directors their appointment and
Auditors to discuss key concerns on periodic basis. removal;

The Managing Director & CEO, Executive Director, • Formulate the criteria for determining qualifications,
Chief Financial Officer, Statutory Auditor and Controller positive attributes and independence of a Director
- Risk & Internal Auditor attend and participate in all the and recommend to the Board a policy, relating to
Meetings of the Committee. The Chief Operating Officers the remuneration of the Directors, Key Managerial
and Chief Human Resources Officer attend the Meetings Personnel (‘KMP’) and other employees;

130 I Integrated Annual Report 2019-20


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• Support the Board and Independent Directors, as may Composition and Attendance
be required, in evaluation of the performance of the No. of
Board, its Committees and Individual Directors; Name of the Member Category Meetings
attended
• Formulate criteria for evaluation of Directors and the
Board; Dr. Y. S. P. Thorat (Chairperson)# ID 1
Mr. Nasser Munjee ##
ID 1
• Recommend to the Board, the appointment or removal Dr. C. V. Natraj (Chairperson)$ ID 2
of KMP and executive team members; Mr. Bhaskar Bhat NED 3
• Whether to extend or continue the term of appointment Ms. Padmini Khare Kaicker & ID 2
of the Independent Director, on the basis of the report Ms. Vibha Paul Rishi^ ID N.A.
of performance evaluation of Independent Directors; ID - Independent Director; NED - Non-Executive Director
# 
Retired as Independent Director of the Company
• On an annual basis, recommend to the Board the w.e.f. August 20, 2019 upon completion of tenure and accordingly
remuneration payable to Directors, KMP and executive ceased as the Chairperson and Member of the Committee with effect
team members of the Company; from that date
## 
Retired as Independent Director of the Company
• Devise a policy on Board diversity; w.e.f. August 20, 2019 upon completion of tenure and accordingly
ceased as a Member of the Committee with effect from that date
• 
Recommend to the Board the appointment or $ Appointed as a Member of the Committee w.e.f. August 8, 2019 and
re-appointment of Directors; the Chairperson w.e.f. August 21, 2019
& Appointed as a Member of the Committee w.e.f. August 8, 2019
• Review matters related to remuneration and benefits
payable upon retirement and severance to the ^ Appointed as a Member of the Committee w.e.f. March 26, 2020

Managing Director/Executive Director(s), KMP and Dr. Y. S. P. Thorat, former Chairperson of the NRC, was present
executive team members; at the last AGM held on July 8, 2019.

• Assist the Board in fulfilling its corporate governance The composition and terms of reference of the NRC are in
responsibilities relating to remuneration of Board, KMP compliance with the provisions of Section 178(1) of the Act
and executive team members; and Regulation 19 of the Listing Regulations.

• Oversee familiarisation programmes for Directors; Board and Director Evaluation


• Review HR and people strategy and its alignment with In terms of the requirement of the Act and the Listing
the business strategy periodically or when a change is Regulations, during the year under review, the Board has
made to either; carried out an annual performance evaluation of its own
performance, performance of the Directors as well as the
• Provide guidelines for remuneration of Directors on evaluation of the working of its Committees. The exercise
material subsidiaries; was led by the Chairperson of the NRC along with the
Chairperson elected for each Meeting of the Board.
• 
Perform other activities related to the charter as
requested by the Board from time to time.
Criteria for Evaluation
Meetings Held The Board of Directors has carried out an annual evaluation of
During FY 2019-20, three (3) Meetings of NRC were held on its own performance, its committees and Directors pursuant
the following dates: to the provisions of the Act and the Corporate Governance
requirements as prescribed by the Listing Regulations.
• May 3, 2019 • March 26, 2020 The performance of the Board was evaluated after seeking
• November 21, 2019 inputs from all the Directors on the basis of criteria such as
the board composition and structure, effectiveness of board
The necessary quorum was present for all the Meetings of
processes, information and functioning, etc. as provided by
the Committee.
the Guidance Note on Board Evaluation issued by SEBI.

131
The NRC has defined the evaluation criteria, procedure and time schedule for the performance evaluation process of the Board, its
Committees and Directors. The criteria for Board Evaluation was based on the Guidance Note issued by SEBI which, inter alia, included
questions on the following:
Board Evaluation Evaluation of Individual Directors Committee Evaluation
• Board Structure - qualifications, • Professional qualifications and • Mandate and composition
experience and competencies experience • Effectiveness of the Committee
• Board Diversity • Knowledge, skills and competencies • Structure of the Committee
• Meetings – regularity, frequency, • Fulfillment of functions, ability to • Meetings – regularity, frequency,
agenda, discussion and recording of function as a team agenda, discussion and dissent,
minutes • Attendance recording of minutes
• Functions – strategy, governance, • Commitment, contribution, integrity • Independence of the Committee
compliances, evaluation of risks, and independence from the Board and contribution
stakeholder value and responsibility, to decisions of the Board
In addition to the above, the Chairperson of
conflict of interest, review of TBEM
the Board Meetings is also evaluated on key
findings and monitoring action
aspects of his role, including effectiveness
plans
of leadership and ability to steer Meetings,
• Independence of management impartiality and ability to keep shareholders’
from the Board, access of Board and interests in mind.
management to each other
• Succession plan and professional
development

The Company has followed the practice of implementing The principles governing the Company’s Remuneration
each of the observations from the annual evaluation by Policy is provided in the Board’s Report.
calendarising its implementation through the Action Taken The said Policy is uploaded on the website of the Company at
Report which is reviewed by the Board of Directors from time https://www.tatachemicals.com/RemPolicy.htm.
to time.
Executive Directors
The procedure followed for the performance evaluation of
The Company pays remuneration by way of salary, benefits,
the Board, Committees and Individual Directors is detailed in
perquisites and allowances (fixed component) and
the Board’s Report. commission (variable component) to its Executive Directors.
Remuneration of Directors Annual increments are recommended by the NRC within
the salary scale approved by the Members of the Company
The Company’s philosophy for remuneration of Directors, and are effective April 1 each year. NRC recommends on
KMP and all other employees is based on the commitment the commission payable to the Executive Directors out
of fostering a culture of leadership with trust. The Company of the profits for the financial year and within the ceilings
has adopted a Policy for remuneration of Directors, KMP prescribed under the Act based on the performance of the
and other employees, which is aligned to this philosophy. Company as well as that of the Executive Directors.

Details of Remuneration of Executive Directors


(`)
Perquisites and Total
Name of the Director Salary Commission*
Allowance Remuneration
Mr. R. Mukundan – Managing Director & CEO 1,19,34,000 1,95,41,964 3,55,00,000 6,69,75,964
Mr. Zarir Langrana – Executive Director 66,15,000 1,14,01,383 1,42,50,000 3,22,66,383
* Commission relates to FY 2019-20, which will be paid during FY 2020-21

Non-Executive Directors
During FY 2019-20, the Company paid sitting fees of ` 30,000 per Meeting to the Non-Executive Directors for attending each Meeting
of the Board; Audit Committee and Nomination and Remuneration Committee; and ` 20,000 per Meeting for attending each

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Meeting of Stakeholders Relationship Committee; Meetings profits of the Company as computed under the applicable
of Independent Directors; Corporate Social Responsibility provisions of the Act. The said commission is decided each
Committee; Safety, Health, Environment and Sustainability year by the Board of Directors and distributed amongst the
Committee and Risk Management Committee. Non-Executive Directors based on their attendance and
contribution at the Board and Committee Meetings. The
The Members had, at the AGM of the Company held on Company also reimburses out-of-pocket expenses incurred
July 25, 2018, approved the payment of commission to the by the Directors for attending the Meetings.
Non-Executive Directors within the ceiling of 1% of the net

Details of commission and sitting fees paid/payable to the Non Whole-time Directors for the Financial Year ended March 31, 2020 is
given below:
(`)
Sitting Fees Commission (for FY 2019-20 Commission (for FY 2018-19
Name of the Director
payable in FY 2020-21) paid in FY 2019-20)
Mr. Bhaskar Bhat 3,60,000 30,00,000* *
Mr. Nasser Munjee #
2,10,000  16,00,000 1,10,00,000
Dr. Y. S. P. Thorat #
3,10,000  24,00,000 1,10,00,000
Ms. Vibha Paul Rishi 5,70,000  45,00,000 45,00,000
Mr. S. Padmanabhan 7,30,000 ** **
Ms. Padmini Khare Kaicker 5,90,000  45,00,000 45,00,000
Dr. C. V. Natraj ^
4,10,000  30,00,000  N.A.
Mr. K. B. S. Anand $
1,70,000  10,00,000  N.A.
Total 33,50,000  2,00,00,000  3,10,00,000
* In line with the internal guidelines, no commission was paid to Mr. Bhaskar Bhat, Non-Executive Director of the Company, for FY 2018-19
who was in full-time employment with other Tata company. However, Mr. Bhat is eligible to receive commission from the Company for
FY 2019-20 in view of his superannuation from Titan Company Limited as the Managing Director and CEO effective September 30, 2019
** In line with the internal guidelines, no payment is made towards commission to Mr. S. Padmanabhan, Non-Executive Director of the
Company, who is in full-time employment with other Tata company
# Retired as Independent Director of the Company w.e.f. August 20, 2019 upon completion of tenure
^ Appointed as Non-Executive Independent Director w.e.f. August 8, 2019
$ Appointed as Non-Executive Independent Director w.e.f. October 15, 2019

As per the practice, commission to the Directors is paid after the annual accounts are adopted by the Members at the AGM.
The Company has not granted any stock options to its Directors.

Service Contract, Severance Fees and Notice Period


Mr. R. Mukundan, Mr. Zarir Langrana,
Terms of Agreement
Managing Director & CEO Executive Director
Period of Contract 5 years upto November 25, 2023 5 years upto March 31, 2023
Severance fees/notice period The Agreement may be terminated earlier, without any cause, by either Party by giving
to the other Party six months’ notice of such termination or the Company paying six
months’ remuneration which shall be limited to provision of Salary, Benefits, Perquisites,
Allowances and any pro-rated lncentive Remuneration (paid at the discretion of the
Board, in lieu of such notice).
There is no separate provision for payment of severance fees.

133
Succession Plan Composition and Attendance
The Company believes that sound succession plans for the No. of
senior leadership are very important for creating a robust Name of the Member Category Meetings
future for the Company. The Nomination and Remuneration attended
Committee works along with the Human Resource team of
Ms. Vibha Paul Rishi (Chairperson) ID 3
the Company for a structured leadership succession plan.
Mr. S. Padmanabhan NED 3
Retirement Policy for Directors Mr. R. Mukundan MD & CEO 3
As per the Company’s policy, the Managing and Executive Mr. Zarir Langrana #
ED 2
Directors retire at the age of 65 years, Non-Independent ID - Independent Director; NED - Non-Executive Director; MD & CEO -
Non-Executive Directors retire at the age of 70 years and the Managing Director & Chief Executive Officer; ED - Executive Director
retirement age for Independent Directors is 75 years.
# Appointed as a Member of the SRC w.e.f. August 8, 2019
5. Stakeholders Relationship Committee
Status of Investor Complaints
The Stakeholders Relationship Committee (‘SRC’) looks into
The status of Investor Complaints as on March 31, 2020 as
various aspects of interest of shareholders.
reported under Regulation 13(3) of the Listing Regulations is
Terms of Reference as under:
The terms of reference of the SRC are as under: Complaints as on April 1, 2019 1
• Resolving the grievances of the security holders Received during the year 28
including complaints related to transfer/transmission
Resolved during the year 27
of shares / debentures, non-receipt of annual report,
non-receipt of declared dividends, issue of new/ Pending as on March 31, 2020 2*
duplicate certificates, general meetings etc; * Out of the 2 unresolved complaints, 1 complaint has been closed
• Reviewing details of transfer of unclaimed dividend by SEBI on April 6, 2020. For the other complaint, the Company has
/securities to the Investor Education and Protection uploaded the Action Taken Report on SEBI SCORES portal.
Fund;
• Reviewing the transfer, transmission, dematerialisation The complaints have been resolved to the satisfaction of
of securities; the shareholders. The correspondence identified as investor
complaints are letters received through statutory/regulatory
• Reviewing measures taken for effective exercise of
bodies.
voting rights by shareholders;
• Reviewing adherence to the service standards in Name, designation and address of the Compliance Officer
respect of various services being rendered by the
Mr. Rajiv Chandan
Registrar & Share Transfer Agent;
General Counsel & Company Secretary
• Reviewing various measures and initiatives taken for
Tata Chemicals Limited
reducing the quantum of unclaimed dividends and
Bombay House, 24 Homi Mody Street
ensuring timely receipt of dividend warrants/annual
Fort, Mumbai - 400 001
reports/statutory notices by the shareholders of the
Tel. No.: +91 22 6665 8282
Company;
Email: investors@tatachemicals.com
• To approve issue of duplicate certificates.
On the recommendations of the SRC, the Company has taken
Meetings Held
various investor friendly initiatives like sending reminders to
During FY 2019-20, three (3) Meetings of the SRC were held the investors who have not claimed their dividends, assisting
on the following dates: and encouraging dematerialisation of shares, etc.
• June 4, 2019 • February 24, 2020
Ms. Vibha Paul Rishi, Chairperson of the SRC had expressed
• October 7, 2019
her inability to attend the AGM and accordingly, the SRC
The necessary quorum was present for all the Meetings of had nominated Mr. S. Padmanabhan, Member of the
the Committee. SRC, to answer queries of the security holders at the last AGM
held on July 8, 2019.

134 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

6. CSR, Safety and Sustainability Committee Terms of Reference


The CSR, Safety and Sustainability (‘CSS’) Committee was The terms of reference of the CSR Committee, inter alia, are as
entrusted with the specific responsibility of reviewing under:
corporate social responsibility programmes, health and
safety framework and sustainable development. The overall
• Formulate and recommend to the Board, a CSR policy
indicating the activity or activities to be undertaken by
roadmap as well as specific issues of concern including those
the Company as specified in Schedule VII to the Act and
related to safety and climate change is reviewed in detail.
have oversight over its implementation;
The scope of the CSS Committee also included approving
the budget of CSR, reviewing the CSR programmes and • Recommend the amount to be spent on CSR activities;
monitoring the CSR spends.
• Review and monitor the Company’s CSR Policy
The Board of Directors of the Company split the CSS periodically and activities of the Tata Chemicals Group
Committee into two separate committees, with effect from on behalf of the Board to ensure that the Group is in
August 8, 2019, as under - compliance with appropriate laws and legislations;

(i) Corporate Social Responsibility Committee and • Provide guidance to management to evaluate long
term strategic proposals (including technologies
(ii) 
Safety, Health, Environment and Sustainability
adopted) with respect to CSR implications;
Committee
• Review periodic reports on performance of corporate
Meetings Held social responsibility.
During FY 2019-20, one (1) Meeting of the CSS Committee
was held on June 4, 2019. The necessary quorum was present The Board has adopted a charter for the CSR Committee
for the Meeting. for its smooth functioning. The Board has also adopted the
CSR Policy as formulated and recommended by the CSR
Composition and Attendance Committee. The same is displayed on the website of the
No. of Company at https://www.tatachemicals.com/CSRPolicy.htm.
Name of the Member Category Meetings
A CSR Report giving details of the CSR activities undertaken
attended
by the Company during the year along with the amount
Mr. S. Padmanabhan (Chairperson) NED 1
spent on CSR activities forms part of the Board’s Report.
Ms. Vibha Paul Rishi ID 1
Mr. R. Mukundan MD & CEO 1
Meetings Held
Mr. Zarir Langrana ED 1
During FY 2019-20, two (2) Meetings were held on the
ID - Independent Director; NED - Non-Executive Director; MD & CEO -
Managing Director & Chief Executive Officer; ED - Executive Director
following dates:
• October 7, 2019 • February 24, 2020
Chief - Safety and Chief - CSR & Sustainability were invitees to
the Meeting of the CSS Committee. The General Counsel & The necessary quorum was present for all the Meetings of
Company Secretary attended the meeting. the Committee.

Mr. S. Padmanabhan, Chairperson of the CSS Committee, was Composition and Attendance
present at the last AGM held on July 8, 2019.
No. of
7. Corporate Social Responsibility Committee Name of the Member Category Meetings
The Corporate Social Responsibility (‘CSR’) Committee attended
of the Board was constituted on August 8, 2019 upon Mr. S. Padmanabhan (Chairperson) NED 2
splitting of the CSR, Safety and Sustainability Committee. Ms. Vibha Paul Rishi ID 2
The CSR Committee has been entrusted with the specific
Mr. R. Mukundan MD & CEO 2
responsibility of reviewing corporate social responsibility
programmes. The scope of the CSR Committee also includes Mr. Zarir Langrana ED 2
approving the budget of CSR, reviewing the CSR programmes ID - Independent Director; NED - Non-Executive Director; MD & CEO -
and monitoring the CSR spends. Managing Director & Chief Executive Officer; ED - Executive Director

135
8. Safety, Health, Environment and Sustainability Composition and Attendance
Committee No. of
The Safety, Health, Environment and Sustainability Name of the Member Category Meetings
(‘SHES’) Committee of the Company was constituted on attended
August 8, 2019 upon splitting of CSR, Safety and Ms. Vibha Paul Rishi (Chairperson) ID 2
Sustainability Committee. The SHES Committee is entrusted Mr. S. Padmanabhan NED 2
with the specific responsibility of reviewing and monitoring Mr. R. Mukundan MD & CEO 2
the health, environment and safety framework and Mr. Zarir Langrana ED 2
sustainable development. The overall roadmap as well as ID - Independent Director; NED - Non-Executive Director; MD & CEO -
specific issues of concern including those related to safety Managing Director & Chief Executive Officer; ED - Executive Director
and climate change is reviewed in detail.
9. Risk Management Committee
Terms of Reference
Regulation 21 of the Listing Regulations mandates top
The terms of reference of the SHES Committee, inter alia, are
500 listed entities based on market capitalisation as at the
as under:
end of the immediate previous financial year to constitute
• Provide guidance to the management to ensure that a Risk Management Committee (‘RMC’) with effect from
all long-term strategic proposals made to the Board April 1, 2019. The Company had constituted a RMC of the
include safety, health, environment and sustainability Board in February 2015.
implications;
The primary role of the RMC is that of assisting the Board of
• Review and monitor the sustainability, environmental, Directors in overseeing the Company’s risk management
safety and health policies and activities across the Tata processes and controls. RMC, through the Enterprise Risk
Chemicals Group on behalf of the Board to ensure that Management in the Company, seeks to minimise adverse
the Group is in compliance with appropriate laws and impact on the business objectives and enhance stakeholder
legislation; value. The Board has adopted a charter for the functioning
of the RMC covering the composition, meetings, quorum,
• Encourage, assist, support and counsel management in responsibilities, etc.
developing short and long term policies and standards
to ensure that the principles set out in the sustainability, Terms of Reference
safety, health and environmental, health and safety The terms of reference of the RMC, inter alia, are as under:
policies are being adhered to and achieved;
• Review the Company’s risk governance structure,
• Review and recommend to the Board the annual budget risk assessment and risk management practices and
for the SHES Audit plans and related improvement guidelines, policies and procedures for risk assessment
plans and report regularly to the Board on Committee and risk management;
findings, recommendations, and any other matters the
Committee deems appropriate; • Review and approve the Enterprise Risk Management
(ERM) framework;
• Investigate or cause to be investigated, any
extraordinary negative sustainability, environment,
• Review the Company’s risk appetite and strategy
relating to key risks, including market risk, cyber
health and safety performance or issues of asset
security risk, product risk and reputational risk, as well
integrity which can impact safety, health, environment
as the guidelines, policies and processes for monitoring
and sustainability where appropriate.
and mitigating such risks;
Meetings Held • Oversee Company’s process and policies for
During FY 2019-20, two (2) Meetings were held on the determining risk tolerance and review management’s
following dates : measurement and comparison of overall risk tolerance
• October 7, 2019 • February 24, 2020 to established levels;

The necessary quorum was present for all the Meetings of • Review and analyse risk exposure related to specific
the Committee. issues and provide oversight of risk across organisation;

136 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

• Review compliance with risk policies, monitor breach The Scientific Advisory Board is instrumental in providing
/trigger trips of risk tolerance limits and direct action; guidance and direction to R&D Centres and report progress
to the Board.
• Nurture a healthy and independent risk management
function in the Company. The Scientific Advisory Board consists of senior employees
from Tata Chemicals Limited and Rallis India Limited
Meetings Held with Research & Development, Science and Technology
During FY 2019-20, four (4) Meetings were held on the background and is chaired by Dr. C. V. Natraj, Independent
following dates : Director of the Company. Dr. Natraj has more than 30 years of
experience in research. He has headed the Research function
• April 12, 2019 • October 11, 2019
as Director on the Board of Hindustan Lever Limited and later
• August 1, 2019 • January 24, 2020 went on to lead the Corporate Research function for Unilever
The necessary quorum was present for all the Meetings of as Senior Vice President, responsible for global exploratory
the Committee. research. He is the Technical Advisor to the Indian Institute of
Science and serves on the Board of Rallis India Limited as an
Composition and Attendance Independent Director.
No. of The terms of reference of the Scientific Advisory Board are as
Name of the Member Category Meetings under:
attended • Alignment of the R&D Centres’ priorities to the Business
Dr. Y. S. P. Thorat (Chairperson)# ID 2 priorities;
Mr. S. Padmanabhan$ NED 3
• Recommending the right skills and competencies
Ms. Padmini Khare Kaicker^ ID N.A.
necessary for the teams;
Mr. R. Mukundan MD & CEO 3
Mr. Zarir Langrana ED 4
• Ensuring Succession Planning;
Mr. John Mulhall CFO 4 • Ensuring that the right R&D metrics are derived from
ID - Independent Director; NED - Non-Executive Director; MD & CEO -
business targets;
Managing Director & Chief Executive Officer; ED - Executive Director; • Maintaining a balance between short term and long
CFO - Chief Financial Officer term projects;
# Retired from the Company w.e.f. August 20, 2019 and accordingly • Ensuring open innovation to support internal R&D
ceased to be the Chairperson and Member of the RMC activities;
$ In the absence of a permanent Chairperson, post August 21, 2019, • Support in creating the right infrastructure availability;
Mr. S. Padmanabhan was elected as the Chairperson from meeting • Creating the platform for exchange and harmonisation
to meeting of R&D activities across the 3 centres;
^ Appointed as a Member of the RMC w.e.f. March 26, 2020 • Give directions for ensuring the right balance between
inputs and outputs for the centres.
Dr. Y. S. P. Thorat, former Chairperson of the RMC, was present
at the last AGM held on July 8, 2019. An update on the Scientific Advisory Board is given to the
Board of Directors quarterly.
The Company has a well-defined risk management
framework in place. The risk management framework
11. Subsidiary Companies
adopted by the Company is discussed in detail in the
Management Discussion and Analysis which forms part of Regulation 16 of the Listing Regulations defines a
this Annual Report. ‘material subsidiary’ to mean a subsidiary, whose income or
net worth exceeds 10% of the consolidated income or net
10. Scientific Advisory Board worth respectively of the listed entity and its subsidiaries in
the immediately preceding accounting year.
The Board of Directors has constituted a Scientific Advisory
Board with the objective of synergising the Research & In addition to the above, Regulation 24 of the Listing
Development (‘R&D’) initiatives at the Company’s Innovation Regulations requires that at least one Independent Director
Centre and Reserch & Development Centres (for crop care on the Board of Directors of the listed entity shall be a Director
and seeds division) of Rallis India Limited, subsidiary of the on the Board of Directors of an unlisted material subsidiary,
Company. whether incorporated in India or not. For the purpose of

137
this provision, material subsidiary means a subsidiary, whose quarterly basis and a statement of all significant transactions
income or net worth exceeds 20% of the consolidated and arrangements entered into by the unlisted subsidiary
income or net worth respectively of the listed entity and its companies are also placed before the Board.
subsidiaries in the immediately preceding accounting year. For
more effective governance, Independent Directors have been Pursuant to the explanation under Regulation 16(1)(c)
appointed on the Board of unlisted material subsidiaries. The of the Listing Regulations, the Company has formulated
Independent Directors appointed in such subsidiaries brief the a Policy for determining material subsidiaries
Board of Directors of the Company on a quarterly basis on any which is disclosed on the Company’s website at
significant issues of these unlisted material subsidiaries. https://www.tatachemicals.com/MaterialSubsPolicy.htm.

The subsidiaries of the Company function independently, with The other requirements of Regulation 24 of the Listing
an adequately empowered Board of Directors and adequate Regulations with regard to Corporate Governance
resources. The minutes of Board Meetings of subsidiaries are requirements for subsidiary companies have been complied
placed before the Board of the Company for its review on a with.

12. General Body Meetings


Annual General Meetings held and Special Resolution(s) passed:
Day, date and time of AGMs held during the last 3 years and Special Resolutions passed are given as below:
Year Day and Date Time Special Resolution(s)
2018-19 Monday, July 8, 2019 3.00 p.m. Re-appointment of Ms. Vibha Paul Rishi (DIN: 05180796) as an Independent
Director of the Company, not liable to retire by rotation, to hold office for a
second term of five consecutive years commencing from September 1, 2019
upto August 31, 2024
2017-18 Wednesday, July 25, 2018 3.00 p.m.
There was no matter that required passing of Special Resolution
2016-17 Wednesday, August 9, 2017 3.00 p.m.
The above Meetings were held at Birla Matushri Sabhagar, 19, Vithaldas Thackersey Marg, Mumbai - 400 020.
None of the businesses proposed to be transacted requires the passing of a Special Resolution by way of Postal Ballot. No Extraordinary
General Meeting was held during the past 3 years. No Special Resolution(s) requiring a Postal Ballot, except as mentioned below for
the National Company Law Tribunal Convened Meeting, was passed last year or is being proposed at the ensuing Annual General
Meeting.

National Company Law Tribunal (‘NCLT’) Convened Meeting held during the last year and the Resolution passed therein:
As per the directions of the Hon’ble National Company Law Tribunal, Mumbai Bench (‘Hon’ble Tribunal’) vide its Order dated
September 11, 2019, a Meeting of the Ordinary Shareholders of the Company was convened. The details of this Meeting are given
below:
Day, date and time Venue Resolution
Wednesday, Walchand Hirachand Hall, Approval of the Scheme of Arrangement between Tata Chemicals
October 30, 2019 at 3.00 p.m. 4th Floor, Indian Merchants’ Limited (‘Demerged Company’) and Tata Global Beverages Limited
Chamber Building, IMC Marg, (‘Resulting Company’) [now renamed as Tata Consumer Products
Churchgate, Mumbai - 400 020. Limited] and their respective shareholders and creditors for the
demerger of the Consumer Products Business of the Demerged
Company to the Resulting Company (‘the Scheme of Arrangement’)

Postal Ballot:
During the year, pursuant to Sections 230-232 read with Section 110 of the Act and Companies (Management & Administration)
Rules, 2014 and Regulation 44 of the Listing Regulations, the Company had provided the facility of remote e-Voting and Postal Ballot
to its Members as well as facility of voting through electronic voting at the venue of the Meeting for obtaining the approval of the
Members of the Company on the Scheme of Arrangement.

138 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

The Hon’ble Tribunal had appointed Mr. P. N. Parikh, Monday, September 30, 2019 at 9.00 a.m. (IST) and ended on
Practicing Company Secretary (FCS: 327; CP: 1228), Tuesday, October 29, 2019 at 5.00 p.m. (IST) and the e-Voting
to act as Scrutinizer to scrutinise the votes cast at platform was disabled thereafter. The consolidated report
the Meeting, as also the votes cast by way of postal on the result of the remote e-Voting/postal ballot forms and
ballot and remote e-Voting, in an independent and the voting conducted at the venue of the NCLT convened
fair manner. The Company had sent the Notice dated
meeting in respect of the resolution for approving the
September 20, 2019 together with the Explanatory
Scheme of Arrangement was provided by the Scrutinizer on
Statement, the postal ballot form and self-addressed
envelope to the Members in the permitted mode. Voting October 30, 2019.
rights were reckoned on the paid-up value of the shares
registered in the names of the Ordinary Shareholders on The details of Voting on the above resolution passed by votes
the cut-off date i.e. September 20, 2019. The voting period cast at the Meeting, votes cast by way of postal ballot and
for remote e-Voting as well as postal ballot commenced on remote e-Voting are as under:

Number and Percentage of Votes


Resolution Type
Assent % Dissent %
Resolution passed by majority of persons representing 18,52,65,348 99.99 7,854 0.01
three-fourth in value as per the Act Number and Percentage of Members
1,430 96.43 53 3.57
Resolution passed by Public Shareholders as per clause (I)(A)(9)(b) Number and Percentage of Votes
of Annexure-I of the SEBI Circular dated March 10, 2017 10,72,37,605 99.99 7,854 0.01

13. Means of Communication To benefit the shareholders, after the results were approved
Stock Exchange Intimations by the Board of Directors, the Company voluntarily
sent quarterly financial results through e-mail to those
All price-sensitive information and matters that are material
Shareholders whose e-mail addresses are registered with the
to shareholders are disclosed to the respective Stock
Company/Depositories.
Exchanges where the securities of the Company are listed.
All submissions to the Exchanges are made through the Analyst/Investor Meets
respective electronic filing systems.
The Managing Director & CEO and Chief Financial
Material events or information as detailed in Regulation Officer hold quarterly briefs with analysts, shareholders
30 of the Listing Regulations are disseminated to the and major stakeholders where the Company’s performance
Stock Exchanges by filing them with the National Stock is discussed. The official press releases, presentation
Exchange of India Limited (‘NSE’) through NEAPS and made to the Members at the AGM, the presentation made
with BSE Limited (‘BSE’) through BSE Online Portal. to the institutional investors and analysts and the
They are also displayed on the Company’s website at transcripts of the call with analysts for quarterly/half-yearly/
https://www.tatachemicals.com/SEIntimations.htm. annual results are available on the Company’s website at
www.tatachemicals.com.
Financial Results
The quarterly/half-yearly/annual financial results are Letters and Reminders to Shareholders for
published in the Financial Express (English), The Indian Unclaimed Shares/Dividends:
Express (English), Business Standard (English), Business Line In addition to the statutory requirement, a voluntary
(English), The Free Press Journal (English), Loksatta (Marathi) reminder for unclaimed shares/dividends is also sent to the
and Navshakti (Marathi). shareholders as per records every year.
The quarterly/half-yearly/annual financial results are
Live Webcast of AGM
displayed under ‘Investors’ section of the Company’s website
viz. www.tatachemicals.com. They are also filed with the NSE For the ease of those Members who were unable to attend
through NEAPS and with BSE through BSE Online Portal. the AGM held on July 8, 2019, the Company voluntarily
provided live Webcast facility of the proceedings of the AGM
which was extensively viewed by the Members.

139
Company’s Website Members who have not encashed the dividend
The Company’s website is in line with the requirements laid warrants so far in respect of the aforesaid period(s)
down under Regulation 46 of the Listing Regulations. It is a are requested to make their claim to TSR Darashaw
comprehensive reference of Tata Chemicals’ management, Consultants Private Limited, Registrar and Transfer
vision, mission, policies, corporate governance, corporate Agent, well in advance of the above due dates.
sustainability, disclosures to investors, updates and news. (ii) Transfer of shares
The section on ‘Investors’ serves to inform the Members
Pursuant to the provisions of Section 124 of the Act
by giving complete financial details, annual reports,
read with the Investor Education and Protection Fund
shareholding patterns, presentation made to institutional
Authority (Accounting, Audit, Transfer and Refund)
investors and analysts, corporate benefits, information
Rules, 2016, as amended (‘IEPF Rules’), all the shares
relating to stock exchange intimations, Company policies,
on which dividends remain unpaid or unclaimed for
Registrar and Transfer Agent (‘RTA’), etc. The section on ‘Media’
a period of seven consecutive years or more shall be
includes all major press releases, awards and campaigns.
transferred to the demat account of the IEPF Authority
as notified by the Ministry of Corporate Affairs.
The Company has also uploaded the details of the
Accordingly, the Company has transferred 1,00,572
unclaimed dividends by the Members on its website at
Ordinary Shares of face value of ` 10 per share to the
https://www.tatachemicals.com/UnclaimedDividends.htm.
demat account of the IEPF Authority during FY 2019-20.
The Members can log in and find out whether their dividends
for any of the years is outstanding. 
The Company had sent individual notice to
all the Members whose shares were due to be
Transfer to Investor Education and Protection
Fund: transferred to the IEPF Authority and had also
published newspaper advertisements in this
(i) Transfer of unclaimed dividend
regard. The details of such shares transferred to IEPF
Members are hereby informed that under the Act that are uploaded on the website of the Company at
the Company is required to transfer the dividend which https://www.tatachemicals.com/UnclaimedDividends.htm.
remains unpaid or unclaimed for a period of seven
consecutive years or more to the credit of the Investor (iii) Claim from IEPF Authority
Education and Protection Fund (‘the IEPF’). In view Members/Claimants whose shares and unclaimed

of the same, dividend of ` 1,90,54,700, pertaining to dividends have been transferred to the IEPF Authority
FY 2011-12 which remained unpaid or unclaimed was can claim the same by making an application to
transferred to the IEPF Authority on October 18, 2019. the IEPF Authority in e-Form IEPF-5 (available at
www.iepf.gov.in) and sending duly signed physical
Members are requested to note the following due
copy of the same to the Company at its Registered
date(s) for claiming the unpaid or unclaimed dividend
Office along with requisite documents as prescribed
declared by the Company for FY 2012-13 and
in the instruction kit of e-Form IEPF-5. Link to e-Form
thereafter –
IEPF-5 is also available on the website of the Company at
Dividend Last date for https://www.tatachemicals.com/UnclaimedDividends.htm.
Financial Date of No claims shall lie against the Company in respect of the
per share claiming unpaid
Year Declaration dividend/shares so transferred.
(`) dividend(s)
2012-13 August 26, 2013 10 September 25, 2020 (iv) Details of unclaimed dividend on the website
2013-14 August 21, 2014 10 September 20, 2021
As per the IEPF Rules, the Company has uploaded
2014-15 August 11, 2015 12.50 September 10, 2022 the information in respect of the unclaimed
2015-16 August 11, 2016 10 September 10, 2023 dividends as on the date of the previous AGM i.e.
2016-17 August 9, 2017 11 September 8, 2024 July 8, 2019 (80th AGM) on the website of the IEPF viz.
2017-18 July 25, 2018 22 August 24, 2025 www.iepf.gov.in and on the website of the Company at
2018-19 July 8, 2019 12.50 August 7, 2026 https://www.tatachemicals.com/UnclaimedDividends.htm.

140 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
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14. General Shareholder Information


The Company is registered with the Registrar of Companies, Maharashtra, Mumbai. The Corporate Identity Number (CIN) allotted to
the Company by the Ministry of Corporate Affairs (MCA) is L24239MH1939PLC002893.

Date, time and venue of the AGM


Date and Time : Tuesday, July 7, 2020 at 3.00 p.m. (IST)

Venue : In accordance with the General Circular issued by the MCA on May 5, 2020, the AGM
will be held through Video Conferencing (‘VC’) / Other Audio Visual Means (‘OAVM’) only

Financial Year : April 1 to March 31

Book Closure Date : Wednesday, June 24, 2020 to Tuesday, June 30, 2020 (both days inclusive for the purpose
of AGM and Dividend)

Dividend payment date : On or after Thursday, July 9, 2020

Last date for receipt of Proxy Forms : In terms of the relaxations granted by MCA and SEBI, the facility for appointment of
proxies by Members will not be available at the ensuing AGM

Listing on Stock Exchanges : (a) The Company’s Ordinary Shares are listed on the following Stock Exchanges:
(1) BSE Limited
Phiroze Jeejeebhoy Towers, Dalal Street, Mumbai - 400 001
(2) The National Stock Exchange of India Limited
Exchange Plaza, Bandra-Kurla Complex, Bandra (E), Mumbai - 400 051

(b) During the year, the Company has redeemed its 2500 - Unsecured Redeemable
Non-Convertible Debentures (NCDs) of ` 250 crore (Face Value ` 10 lakh per
Debenture) with coupon rate of 10.00% p.a. by making full and timely payment
of the Principal amount along with its interest on July 2, 2019. Accordingly, the
Company has ceased to be listed on the Debt segment of the National Stock
Exchange of India Limited.
The Company has paid the requisite Annual Listing fees to these Stock Exchanges in full

Stock Code : BSE Limited : 500770

The National Stock Exchange of India Limited : TATACHEM

International Securities Identification : INE092A01019 (Ordinary Shares)


Number (ISIN) in NSDL and CDSL
INE092A08055 (NCDs) [this ISIN has been extinguished on account of redemption of the
NCDs]

141
Market Price Data
Market price data - monthly high/low, no. of shares traded, value of shares traded and number of trades of BSE/NSE depicting
liquidity of the Company’s Ordinary Shares on the said exchanges is given hereunder:
BSE NSE
No. of Value of No. of Value of
Month High Low No. of High Low No. of
Shares shares traded Shares shares traded
(₹) (₹) trades (₹) (₹) trades
traded (₹ in lakh) traded (₹ in lakh)
April 2019 618.00 565.00 8,84,665 5,240.38 19,954 619.40 564.35 1,21,29,069 72,298.87 2,45,239
May 2019 648.30 554.00 26,76,910 16,147.00 55,833 649.90 552.30 3,50,33,003 2,10,760.87 7,49,268
June 2019 644.90 597.95 6,00,559 3,754.52 17,617 645.00 597.60 1,20,29,247 75,051.47 4,11,221
July 2019 630.00 561.10 4,92,393 2,954.04 14,470 630.00 562.60 1,17,35,300 69,924.32 3,06,031
August 2019 600.95 543.60 8,17,155 4,623.86 22,636 602.00 543.00 1,71,77,384 97,009.55 3,68,819
September 2019 624.00 561.10 4,79,030 2,842.82 18,294 624.40 561.05 94,55,076 55,816.72 2,62,122
October 2019 638.80 569.50 4,58,408 2,785.64 15,096 636.70 568.10 1,07,78,687 65,348.43 2,49,134
November 2019 681.90 624.65 9,80,259 6,318.39 22,239 681.85 624.60 1,24,00,048 80,246.75 2,72,347
December 2019 688.35 636.00 5,82,060 3,884.23 19,667 692.00 635.85 1,67,46,330 1,11,613.73 2,95,470
January 2020 770.70 656.20 9,47,330 6,812.56 30,187 771.15 656.05 1,90,02,637 1,36,902.95 3,50,473
February 2020 779.30 701.35 49,00,101 37,074.50 31,093 779.80 701.10 2,29,61,747 1,71,543.54 3,77,037
March 2020 733.75 197.40* 23,98,536 7,678.65 64,748 733.00 197.00* 3,53,66,073 1,14,247.02 6,44,633
[Source: This information is compiled from the data available on the websites of BSE and NSE]
* Price discovery/adjustment as on the record date (March 5, 2020) pursuant to the demerger of the Consumer Products Business of the Company to
Tata Consumer Products Limited (formerly known as Tata Global Beverages Limited).

Performance of the Company’s average monthly share price data in comparison to broad-based indices like BSE Sensex
and Nifty in FY 2019-20
Month TCL Share Price - BSE BSE Sensex TCL Share Price - NSE NSE NIFTY
April 2019 596.06 38,861.48 596.43 11,666.45
May 2019 604.70 38,574.60 604.83 11,592.02
June 2019 624.42 39,538.37 624.50 11,839.02
July 2019 598.98 38,649.97 598.80 11,523.11
August 2019 562.41 37,149.35 562.38 10,976.50
September 2019 588.59 37,545.06 588.75 11,124.29
October 2019 599.96 38,741.85 600.07 11,490.21
November 2019 645.34 40,513.09 645.36 11,964.13
December 2019 661.08 41,054.45 661.13 12,096.88
January 2020 718.92 41,360.95 719.15 12,183.07
February 2020 750.13 40,674.32 750.46 11,934.47
March 2020 294.22* 32,254.45 294.45* 9,426.31
[Source: This information is compiled from the data available on the websites of BSE and NSE]
* Price discovery/adjustment as on the record date (March 5, 2020) pursuant to the demerger of the Consumer Products Business of the Company to
Tata Consumer Products Limited (formerly known as Tata Global Beverages Limited).

Registrar and Transfer Agent


Members are requested to correspond with the Company’s Registrar and Transfer Agent - TSR Darashaw Consultants Private Limited,
quoting their folio no./DP ID and Client ID at the following addresses:-
(i) For transmission, transposition and other correspondence:
Tsr Darashaw Consultants Private Limited
Unit: Tata Chemicals Limited Tel.: + 91 22 6656 8484 /6617 8411/12/13/14
6, Haji Moosa Patrawala Industrial Estate, Fax: + 91 22 6656 8494
20 Dr. E. Moses Road, Mahalaxmi, Email: csg-unit@tsrdarashaw.com
Mumbai - 400 011 Website: www.tsrdarashaw.com
Business Hours: 10.00 a.m. to 3.30 p.m. (Monday to Friday)

142 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

(ii) For the convenience of members based in the following cities, documents and letters will also be accepted at the following
Branch Offices/agencies of TSR Darashaw Consultants Private Limited:
1. Bangalore 2. Kolkata 3. Ahmedabad
TSR Darashaw Consultants TSR Darashaw Consultants Agent of TSR Darashaw Consultants
Private Limited Private Limited Private Limited
503, Barton Centre, (5th Floor), Tata Centre, 1st Floor, Shah Consultancy Services Limited
84, Mahatma Gandhi Road, 43, J. L. Nehru Road, 3, Sumatinath Complex, 2nd Dhal,
Bangalore - 560 001. Kolkata - 700 071. Pritam Nagar, Ellisbridge,
Tel.: + 91 80 2532 0321 Tel.: + 91 33 2288 3087 Ahmedabad - 380 006.
Fax: + 91 80 2558 0019 Fax: + 91 33 2288 3062 Fax: + 91 79 2657 6038
Email: tsrdlbang@tsrdarashaw.com Email: tsrdlcal@tsrdarashaw.com Email: shahconsultancy8154@gmail.com

4. New Delhi 5. Jamshedpur


TSR Darashaw Consultants TSR Darashaw Consultants
Private Limited Private Limited
2/42, Ansari Road, ‘E’ Road,
1st Floor, Daryaganj, Sant Vihar, Northern Town, Bistupur,
New Delhi - 110 002. Jamshedpur - 831 001.
Tel.: + 91 11 2327 1805 Tel.: + 91 657 242 6616
Fax: + 91 11 2327 1802 Fax: + 91 657 242 6937
Email: tsrdldel@tsrdarashaw.com Email: tsrdljsr@tsrdarashaw.com

Share Transfer Process Secretarial Audit


Effective April 1, 2019, SEBI has amended Regulation 40 Pursuant to Regulation 40(9) of the Listing Regulations,
of the Listing Regulations, which deals with transfer or certificates have been issued, on a half-yearly basis, by a
transmission or transposition of securities. According to this Company Secretary in practice, certifying due compliance of
amendment, the requests for effecting the transfer of listed share transfer formalities by the Company.
securities shall not be processed unless the securities are
A Company Secretary in practice carries out a quarterly
held in dematerialised form with a Depository.
Reconciliation of Share Capital Audit, to reconcile the total
This will, inter alia, bring the following benefits: admitted capital with National Securities Depository Limited
(‘NSDL’) and Central Depository Services (India) Limited
• It shall curb fraud and manipulation risk in physical (‘CDSL’) and the total issued and listed capital. The audit
transfer of securities by unscrupulous entities. confirms that the total issued/paid-up capital is in agreement
with the aggregate of the total number of shares in physical
• Transfer of securities only in demat form will lead form and the total number of shares in dematerialised form
to ease, convenience and safety of transactions for (held with NSDL and CDSL).
investors.
Mr. P. N. Parikh of M/s. Parikh & Associates, Practicing
The Company has stopped accepting any transfer requests Company Secretaries, has conducted a Secretarial Audit of
for securities held in physical form with effect from the said the Company for FY 2019-20. Their Audit Report confirms that
date. During the year, the Company accepted those transfer the Company has complied with the applicable provisions of
requests pertaining to securities held in physical form which the Act and the Rules made thereunder, its Memorandum
were lodged for transfer before April 1, 2019 and were and Articles of Association, Listing Regulations and the
returned due to discrepancies. applicable SEBI Regulations. The Secretarial Audit Report
forms part of the Board’s Report.
Transfers of equity shares in electronic form are effected
Certificate from Practising Company Secretary
through the depositories with no involvement of the
Company. Mr. P. N. Parikh of M/s. Parikh & Associates, Practicing
Company Secretaries, has issued a certificate confirming that
In view of the aforesaid amendment and in order to eliminate none of the Directors on the Board of the Company has been
the risks associated with physical holding of shares, Members debarred or disqualified from being appointed or continuing
who are holding shares in physical form are hereby requested as Directors of companies by SEBI/MCA or any such statutory
to dematerialise their holdings. authority.

143
Distribution of Shareholding as on March 31, 2020
Number of Amount Number of % of
Range of Holdings % to Capital
Shares (`) Shareholders Shareholders
1 to 500 1,73,64,136 17,36,41,360 6.82 1,77,228 90.67
501 to 1,000 73,09,360 7,30,93,600 2.87 9,701 4.96
1,001 to 2,000 68,68,979 6,86,89,790 2.70 4,759 2.43
2,001 to 3,000 35,40,197 3,54,01,970 1.39 1,418 0.73
3,001 to 4,000 23,63,850 2,36,38,500 0.93 670 0.34
4,001 to 5,000 19,43,120 1,94,31,200 0.76 425 0.22
5,001 to 10,000 49,81,946 4,98,19,460 1.95 701 0.36
Above 10,000 21,03,84,690 2,10,38,46,900 82.58 559 0.29
Total 25,47,56,278 2,54,75,62,780 100.00 1,95,461 100.00

Category of Shareholding as on March 31, 2020


Number of
Category Percentage (%)
Shares
Promoter and Promoter Group 8,81,14,531 34.59
Resident Individuals 4,68,24,559 18.38
Foreign Holdings 2,57,93,133 10.12
Public Financial Institutions 3,91,25,527 15.36
Government/Government Companies 71,948 0.03
Other Companies, Mutual Funds 5,33,86,918 20.96
Nationalised Banks 73,752 0.03
Alternative Investment Fund 1,60,000 0.06
Bodies Corporate - Non Banking Financial Company 7,370 0.00
IEPF 11,98,540 0.47
Total 25,47,56,278 100.00

Dematerialisation of shares and liquidity Commodity price risk/foreign exchange risk and
The Company’s shares are compulsorily traded in hedging activities
dematerialised form and are available for trading on both the Commodity price risk and hedging activities - Tata
depositories, viz. NSDL and CDSL. Chemicals Limited, India procures a variety of commodities
(%) related to raw materials and finished products for trading.
Shares held in 2019-20 2018-19 2017-18 The Company manages the associated commodity price
risks through commercial negotiation with customers and
Physical form 1.82 2.05 2.43
suppliers.
Electronic form with NSDL 92.72 93.61 93.34
Electronic form with CDSL 5.46 4.34 4.23 Foreign Exchange risk and hedging activities - Tata
The Company’s Ordinary Shares are regularly traded on the Chemicals Limited, India is exposed to foreign exchange
BSE and NSE. risks on its imports of raw materials/trading goods/capital
item purchases and payables denominated in foreign
Outstanding Global Depository Receipts (GDRs) or exchange. The foreign exchange borrowing (External
American Depository Receipts (ADRs) or warrants Commercial Borrowing) which was hedged since its
or any convertible instruments, conversion date drawing was fully repaid on the due date, during the year.
and likely impact on equity The Company has a robust internal policy, approved by
Not Applicable its Audit Committee, to manage foreign exchange risks.
Hedging is regularly carried out to mitigate the risks in line
with the approved policy.

144 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

Manufacturing Plant Locations of business and were in compliance with the applicable
Indian Locations: provisions of the Act and the Listing Regulations. There were
no materially significant related party transactions entered
Chemicals Division Mithapur - 361 345, into by the Company with Promoters, Directors, KMPs or
Okhamandal, Gujarat other designated persons which may have a potential
Chennai Plant 317/2B, 317/2 C1, 317/2 C2, conflict with the interest of the Company at large.
Vayalur Road, Kiloy Village,
The policy on related party transactions as approved
Sriperumbudur Taluk,
by the Board is uploaded on the Company’s website at
Kancheepuram Dist. - 602 105
https://www.tatachemicals.com/RPTPolicy.htm.
Nellore Plant Tata Chemicals Limited, Block
3 & 3A, APIIC Industrial Park, Statutory Compliance, Penalties and Strictures
Phase II, Tada Mandal, Mambattu
The Company has complied with the requirements of the
Nellore Dist - 524 401,
Stock Exchanges, SEBI and Statutory Authority on all matters
Andhra Pradesh
related to capital markets. During the last three years, no
Cuddalore Plant Plot No. 10, 13 and 14, SIPCOT penalties or strictures have been imposed on the Company
Industrial Complex, Phase II, by these authorities. None of the Company’s listed securities
Semmankuppam Village, is suspended from trading.
Cuddalore - 607 005, Tamil Nadu
Whistleblower Policy and Vigil Mechanism
Overseas Locations:
The Company has adopted a Whistleblower Policy and Vigil
USA - Soda Ash Tata Chemicals North America Mechanism to provide a formal mechanism to the Directors,
Inc., Green River Basin, Wyoming employees and other external stakeholders to report their
concerns about unethical behaviour, actual or suspected
UK - Soda Ash, Tata Chemicals Europe Limited: fraud or violation of the Company’s Code of Conduct. The
Sodium Bicarbonate (i) Lostock Policy provides for adequate safeguards against victimisation
and Salt (ii) Winnington of employees who avail of the mechanism and also provides
(iii) Middlewich for direct access to the Chairperson of the Audit Committee.
No personnel of the Company has been denied access to the
Kenya - Soda Ash Tata Chemicals Magadi Limited,
Audit Committee.
Lake Magadi, Kenya
The Whistleblower Policy and Vigil Mechanism ensures that
Address for Correspondence strict confidentiality is maintained in such cases and no unfair
Tata Chemicals Limited treatment is meted out to a Whistleblower. The Company, as
Bombay House, a Policy, condemns any kind of discrimination, harassment,
24 Homi Mody Street victimisation or any other unfair employment practice being
Fort, Mumbai - 400 001 adopted against Whistleblowers.
Tel. No.: +91 22 6665 8282
Email: investors@tatachemicals.com A dedicated Ethics Helpline has been setup which is
Website: www.tatachemicals.com managed by an independent professional organisation for
confidentially raising any ethical concerns or practices that
Credit Ratings obtained by the Company violate the Tata Code of Conduct. The Ethics Helpline can be
The details of Credit Ratings obtained by the Company have contacted to report any suspected or confirmed incident of
been disclosed in the Board’s Report which forms a part of fraud/misconduct on:
this Annual Report.
Email : coc@ethicshelpline.in or
15. Other Disclosures reportmyconcern@integritymatters.in
Related Party Transactions Address: Principal Ethics Counselor, Tata Chemicals Limited,
All related party transactions that were entered into during Bombay House, 24 Homi Mody Street,
FY 2019-20 were on arm’s length basis, in the ordinary course Fort, Mumbai - 400 001

145
The Whistleblower Policy as adopted by the Compliance Officers have a functional reporting about any
Company is available on the Company’s website at violation of the Policies to the Chairperson of the Audit
https://www.tatachemicals.com/WhistleblowerPolicy.htm. Committee. Aggravated cases of breach of the said Policies
shall be escalated to the Board of Directors of the Company.
Tata Code of Conduct for Prevention of Insider
Trading Other Policies under the Listing Regulations
The Company has adopted the Tata Code of Conduct for Policy on Archival and Preservation of Documents
Prevention of Insider Trading and Code of Corporate Disclosure as required under Regulation 9 of the Listing Regulations
Practices under the SEBI (Prohibition of Insider Trading) is available on the website of the Company at
Regulations, 2015 (‘SEBI PIT Regulations’). The Code lays down https://www.tatachemicals.com/ArchivalPolicy.htm.
guidelines for procedures to be followed and disclosures to be
made while trading in securities of the Company. Policy on Determination of Materiality for disclosures
of Events or information as per Regulation 30 of the
The Company has also adopted Policy on Enquiry Listing Regulations is available on the website of the Company
in case of leak or suspected leak of UPSI and Policy at https://www.tatachemicals.com/MaterialityPolicy.htm.
for Determination of Legitimate Purposes. The
Code of Corporate Disclosure Practices along with the The Dividend Distribution Policy as adopted by
Policy for Determination of Legitimate Purposes is the Company pursuant to Regulation 43A of the
also available on the website of the Company at Listing Regulations has been uploaded on its website at
https://www.tatachemicals.com/CoCDP.htm. https://www.tatachemicals.com/DividendDistPolicy.htm.

Mr. Rajiv Chandan, General Counsel & Company Secretary,


Accounting Treatment in preparation of Financial
has been appointed as the ‘Compliance Officer’ for ensuring Statements
the compliance with and for the effective implementation of
The Company has prepared the Financial Statements in
the SEBI PIT Regulations and the Code across the Company.
accordance with the Indian Accounting Standards (Ind AS)
Mr. John Mulhall, Chief Financial Officer, has been designated
to comply with the Accounting Standards specified under
as the ‘Chief Investor Relations Officer’ to ensure timely,
Section 133 of the Act, read with Rule 3 of the Companies
adequate, uniform and universal dissemination of information
(Indian Accounting Standards) Rules, 2015 and the relevant
and disclosure of Unpublished Price Sensitive Information.
provisions of the Act, as applicable.
The Company has in place an online tool for ensuring
compliance with the provisions of the SEBI PIT Regulations CEO/CFO Certification
and the Tata Code of Conduct for Prevention of Insider The Managing Director & CEO and the Chief Financial Officer
Trading. Additionally, during the year, the Company has have certified to the Board in accordance with Regulation
undertaken various training sessions for its employees to 17(8) read with Part B of Schedule II to the Listing Regulations
sensitise them on the laws pertaining to Insider Trading and pertaining to CEO/CFO certification for the year ended
handling of sensitive information. March 31, 2020.

Anti-Bribery and Anti-Money Laundering Policy Details of utilisation of funds raised through
The Company has, from time to time, taken important preferential allotment or qualified institutional
steps for establishing and reinforcing a culture of business placement
ethics. In view of our increasing global footprint and to align During FY 2010-11, the Company had issued Ordinary
our work practices with regulations mandated for such Shares to Tata Sons Private Limited (formerly Tata Sons
multi-geography operations, the Board has adopted the Limited) amounting to ` 363.40 crore to fund various
Anti-Bribery and Anti-Corruption Policy along with the growth plans and projects. These funds have been utilised
Anti-Money Laundering Policy. towards acquisition of the business of precipitated silica
for production of Highly Dispersible Silica at Cuddalore,
The above Policies require the Company to appoint a senior Tamil Nadu and construction of a 5,000 metric tonnes
official as the Compliance Officer who shall be responsible manufacturing plant of fructooligosaccharides at Nellore,
for implementation of the Policies. Under the above Policies, Andhra Pradesh.

146 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Corporate Governance Report

Acceptance of recommendations of Committees The Company has in place an online legal compliance
by the Board of Directors management tool which monitors compliance with all
In terms of the Listing Regulations, there have been no laws which are applicable to the Company. The Board
instances during the year when the recommendations of any periodically reviews the compliance reports of all the laws
of the Committees were not accepted by the Board. applicable to the Company.

Fees paid to B S R & Co. LLP, Statutory Auditors Green Initiative


and all entities in the network firm of the As a responsible corporate citizen, the Company welcomes
Statutory Auditors
and supports the ‘Green Initiative’ undertaken by the
During FY 2019-20, a total fee of ` 10.38 crore was paid by Ministry of Corporate Affairs, Government of India, enabling
the Company and its subsidiaries, on a consolidated basis, electronic delivery of documents including the Annual
for all services to B S R & Co. LLP, Statutory Auditors and all Report, quarterly and half-yearly results, amongst others, to
entities in the network firm/network entity of which they Shareholders at their e-mail address previously registered
are part. with the Depository Participants (‘DPs’) and RTA. Shareholders
who have not registered their e-mail addresses so far are
Disclosures in relation to the Sexual Harassment requested to do the same. Those holding shares in demat
of Women at Workplace (Prevention, Prohibition
form can register their e-mail address with their concerned
and Redressal) Act, 2013
DPs. Shareholders who hold shares in physical form are
As per the requirement of the Sexual Harassment of Women requested to register their e-mail addresses with the RTA, by
at Workplace (Prevention, Prohibition & Redressal) Act, 2013 sending a letter, duly signed by the first/sole holder quoting
(‘POSH Act’) and Rules made thereunder, the Company details of Folio Number.
has formed Internal Complaints Committee at its locations
to address complaints pertaining to sexual harassment in
Mandatory Requirements
accordance with the POSH Act.
The Company has complied with all the mandatory
The Company has in place a Policy on Prevention of requirements of the Listing Regulations relating to Corporate
Sexual Harassment at Workplace (‘POSH’) and the same Governance.
is uploaded on the website of the Company at
https://www.tatachemicals.com/POSHPolicy.htm. Non-Mandatory Requirements
The Company has complied with the following non-
During the year under review, the Company received one
mandatory requirements of the Listing Regulations relating
complaint which was investigated and appropriate action
to Corporate Governance. The status of compliance with the
was taken. No complaint was pending as at the end of the
financial year. non-mandatory requirements listed in Regulation 27(1) read
with Part E of Schedule II of the Listing Regulations is as under:
During the year, the Company was featured in the top 10
Safe workplaces for women in India as per the nationwide • During the year under review, there was no audit
survey on Safe Places to work conducted by Rainmaker, an qualification in the Company’s Financial Statements.
organisation providing POSH solutions. The Company continues to adopt best practices to
ensure regime of unmodified audit opinion.
Legal Compliance Management Tool
• 
The Company follows a robust process of
At Tata Chemicals Limited, compliance has always been an communicating with the Shareholders which has been
integral part of our functioning and continues to remain one elaborated in the Report under the heading ‘Means of
of the top priorities. The Company’s actions are reflected by Communication’.
its ideologies and doing business legally and ethically is a
part of the Company’s day-to-day working. • The Internal Auditor reports to the Audit Committee.

147
TO THE MEMBE RS OF
TATA CHEMICALS LIMITED

DECLARATION BY THE MANAGING DIRECTOR & CEO

I, R. Mukundan, Managing Director & CEO of Tata Chemicals Limited, hereby declare that all the members of the Board of Directors and
the Senior Management personnel have affirmed compliance with the Code of Conduct, applicable to them as laid down by the Board of
Directors in terms of Regulation 26(3) of the Listing Regulations for the year ended March 31, 2020.

For Tata Chemicals Limited

R. Mukundan
Mumbai, May 15, 2020 Managing Director & CEO

PRACTISING COMPANY SECRETARIES’ CERTIFICATE ON CORPORATE GOVERNANCE

TO THE MEMBE RS OF
TATA CHEMICALS LIMITED

We have examined the compliance of the conditions of Corporate Governance by Tata Chemicals Limited (‘the Company’) for the year
ended on March 31, 2020, as stipulated under Regulations 17 to 27, clauses (b) to (i) of sub-regulation (2) of Regulation 46 and para C, D
and E of Schedule V of the Securities and Exchange Board of India (Listing Obligations and Disclosure Requirements) Regulations, 2015
(“SEBI Listing Regulations”).

The compliance of the conditions of Corporate Governance is the responsibility of the management. Our examination was limited to the
review of procedures and implementation thereof, as adopted by the Company for ensuring compliance with conditions of Corporate
Governance. It is neither an audit nor an expression of opinion on the Financial Statements of the Company.

In our opinion and to the best of our information and according to the explanations given to us, and the representations made by the
Directors and the management and considering the relaxations granted by the Ministry of Corporate Affairs and Securities and Exchange
Board of India warranted due to the spread of the COVID-19 pandemic, we certify that the Company has complied with the conditions of
Corporate Governance as stipulated in the SEBI Listing Regulations for the year ended on March 31, 2020.

We further state that such compliance is neither an assurance as to the future viability of the Company nor of the efficiency or effectiveness
with which the management has conducted the affairs of the Company.

For Parikh & Associates


Practising Company Secretaries

P. N. Parikh
FCS: 327 CP: 1228
Mumbai, May 15, 2020 UDIN: F000327B000244001

148 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Business Responsibility Report

Business Responsibility Report


Section A: General Information about the Section B: Financial Details of the Company as on
Company March 31, 2020
1. Corporate Identity Number (CIN) of the Company: ` in crore
L24239MH1939PLC002893 Sr.
Particulars Standalone Consolidated
No.
2. Name of the Company: Tata Chemicals Limited
1. Paid-up capital 254.82 254.82
3. Registered address: Bombay House, 24 Homi Mody Street, 2. Total turnover 2,920.29 10,356.75
(net of excise)
Fort, Mumbai - 400 001
3(i). Total profit after taxes, 671.82 806.59
4. Website: www.tatachemicals.com share of loss of associate
and minority interest
5. E-mail id: corporate_communications@tatachemicals.com; (Continuing operations)
sustainability@tatachemicals.com 3(ii). Total profit after taxes, 6,840.22 7,006.33
share of loss of associate
6. Financial Year reported: April 1, 2019 – March 31, 2020 and minority interest
(Continuing and
7. Sector(s) that the Company is engaged in (industrial Discontinued operations)
activity code-wise): 4. Total spending on The Company’s total spending on
Corporate Social CSR is ` 37.81 crore which is 3.53%
Group Description
Responsibility (CSR) as of the average profit after taxes in
107 Processing of salt into food grade salt, Manufacture percentage of profit after the previous three financial years.
of food ingredients and Sweeteners tax (%)

201 Manufacture of Chemicals and Silica 5. List of activities in which expenditure in 4 above has been
239 Manufacture of clinkers and cement incurred: As per Schedule VII of the Companies Act, 2013.
089 Salt production by evaporation of sea water (I) Total Social & Community Development
081 Quarrying/mining of Limestone • Eradicating hunger, poverty and malnutrition
As per National Industrial Classification – Ministry of Statistics • 
Promoting health care including preventive
and Programme Implementation healthcare

List three key products/services that the Company


8.  • Sanitation and making available clean drinking
manufactures/provides (as in balance sheet): water
• 
Basic Chemistry Products: Soda Ash, Sodium • 
Promoting education including special education
Bicarbonate and Edible Salt especially amongst children, women, elderly and
the differently abled
• Specialty Products: Prebiotic and complementary food
ingredients • Employment enhancing vocational skills

9. Total number of locations where business activity is • Livelihood enhancement projects


undertaken by the Company: • 
Promoting gender equality, empowering women,
• Number of International Locations: United States of setting up homes and hostels for women and
America, United Kingdom, Kenya and Singapore orphans

• 
Number of Key National Locations: Mithapur, • 
Measures for reducing inequalities faced by
Sriperumbudur, Mumbai, Ahmedabad, Pune, Cuddalore socially and economically backward groups
and Mambattu • Protection of natural heritage, art and culture
10. Markets served by the Company - Local/State/National/ • 
Promotion and development of traditional arts
International: All and handicrafts

149
• 
Contribution to the Prime Minister’s Relief Section D: BR Information
Fund and any other fund set up by the Central 1. Details of Director/Directors responsible for BR:
Government for socio-economic development
a) Details of the Director/Directors responsible for
and relief and welfare of the Scheduled Castes,
implementation of the BR policy/policies:
Scheduled Tribes, other backward castes,
minorities and women • DIN: 00778253
• 
Contributions of funds provided to technology • Name: Mr. R. Mukundan
incubators located within academic institutions
which are approved by the Central Government • Designation: Managing Director & CEO
• Rural development projects
b) Details of the BR head:
(II) Environmental & Conservation of Natural Resource Sr.
Particulars Details
projects No.

Ensuring environmental sustainability, ecological 1. DIN (if applicable) 07478885
balance, protection of flora and fauna, animal welfare, 2. Name Ms. Alka Talwar
agroforestry, conservation of natural resources and 3. Designation Chief CSR and Sustainability Officer
maintaining quality of soil, air and water 4. Telephone Number 022-66437530
5. E-mail id sustainability@tatachemicals.com;
(III) Donations exempt under Section 80G, 35AC of the atalwar@tatachemicals.com
Income Tax Act, 1961 in areas other than the above
2. Principle-wise (as per NVGs) BR policy/policies:
Donation to other institutions including for disaster
relief work and other activities The National Voluntary Guidelines on Social, Environmental
and Economic Responsibilities of Business (‘NVGs’) released
Section C: Other Details by the Ministry of Corporate Affairs has adopted nine areas of
1. 
Does the Company have any Subsidiary company/ Business Responsibility. These are briefly as under:
companies? P1 Businesses should conduct and govern themselves with
Yes, the number of subsidiary companies of Tata Chemicals Ethics, Transparency and Accountability
Limited as on March 31, 2020 is 35.
P2 Businesses should provide goods and services that are safe
2. Do the Subsidiary company/companies participate in and contribute to sustainability throughout their life cycle
the BR Initiatives of the parent company? If yes, then
P3 Businesses should promote the well-being of all employees
indicate the number of such subsidiary company(ies)
Yes, Tata Chemicals Limited encourages its subsidiary P4 Businesses should respect the interests of and be
companies to participate in its group wide Business responsive towards all stakeholders, especially those who
Responsibility (‘BR’) initiatives on a wide range of topics. All are disadvantaged, vulnerable and marginalised
subsidiaries are aligned to the activities under the aegis of
P5 Businesses should respect and promote human rights
Tata Group.
P6 Businesses should respect, protect and make efforts to
3. Do any other entity/entities (e.g. suppliers, distributors restore the environment
etc.) that the Company does business with, participate
in the BR initiatives of the Company? If yes, then indicate P7 Businesses, when engaged in influencing public and
the percentage of such entity/entities? [Less than 30%, regulatory policy, should do so in a responsible manner
30-60%, More than 60%]
P8 Businesses should support inclusive growth and equitable
The Company does not mandate its suppliers and partners to development
participate in the Company’s BR initiatives. However, they are
encouraged to do so. P9 Businesses should engage with and provide value to their
customers and consumers in a responsible manner
Less than 30%.

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a) Details of Compliance:

Sr.
Question P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1. Do you have a policy / Y Y Y Y Y Y Y Y Y
policies for
2. Has the policy been Y Y Y Y Y Y Y Y Y
formulated in
consultation with the
relevant stakeholders ?
3. Does the policy conform to Y Y Y Y Y Y Y Y Y
any national/international (UN (RC/ISO- (OHSAS – (UN (SA-8000) (ISO- (Tata (UN (Responsible
standards? If Yes, Specify Global 14001) 18001) Global 14001) Code of Global Care)
(50 words)* Compact, Compact, Conduct Compact,
GRI) GRI) conforms GRI)
to NVG)
4. Has the policy been approved Y Y - - Y - Y - Y
by the Board ?
If yes, has it been signed by Y Y Y Y Y Y Y Y Y
MD/Owner/CEO/appropriate
Board Director ?
5. Does the Company have a Y Y Y Y Y Y Y Y Y
specified committee of the
Board/Director/Official to
oversee the implementation
of the policy ?
6. Indicate the link for the policy
http://sustainability.tatachemicals.com/vision.htm
to be viewed online ?
7. Has the policy been formally Y Y Y Y Y Y Y Y Y
communicated to all
relevant internal and external
stakeholders ?
8. Does the Company have in- Y Y Y Y Y Y Y Y Y
house structure to implement
the policy/policies ?
9. Does the Company have Y Y Y Y Y Y Y Y Y
a grievance redressal
mechanism related to the
policy/policies to address
stakeholders’ grievances
related to the policy/policies ?
10. Has the Company carried out Y Y Y Y Y Y Y Y Y
independent audit/evaluation
of the working of this policy
by an internal or external
agency ?

* Note – The Company’s Policies are linked to the following National/International Standards:-

International Organisation for Standardisation (ISO-9001, ISO-14001), Occupation Health and Safety Assessment Series (OHSAS – 18001),
Responsible Care (RC-14001), Social Accountability (SA-8000), Global Reporting Initiative (GRI-G4) and United Nations Global Compact (UNGC).

151
b) If answer to Sr. No. 1 against any principle, is ‘No’, please explain why: (Tick up to 2 options)
Sr.
Question P1 P2 P3 P4 P5 P6 P7 P8 P9
No.
1. The Company has not understood the Principles
2. The Company is not at a stage where it finds itself in a
position to formulate and implement the policies on
specified Principles
3. The Company does not have financial or manpower NA
resources available for the task
4. It is planned to be done within next six months
5. It is planned to be done within next one year
6. Any other reason (please specify)

3. Governance related to BR: abide the Tata Code of Conduct. The Company has a
• I ndicate the frequency with which the Board of Principal Ethics Counsellor at the corporate office with
Directors, Committee of the Board or CEO assesses Location Ethics Counsellor at each major site. Various
the BR performance of the Company. Within mechanisms including third-party helpline are made
3 months, 3-6 months, annually, more than 1 year: available to internal and external stakeholders to raise
actual/potential concerns.
Within 3 months
b) The Tata Code of Conduct is sent to all suppliers with
•  oes the Company publish a BR or a Sustainability
D the contract, for their perusal in respect of relevant
Report? What is the hyperlink for viewing this report? clauses. Awareness programmes are conducted on Tata
How frequently it is published? Code of Conduct for all employees across the locations,
Yes, the Company publishes BR and Sustainability corporate and marketing offices. It is reinforced during
performance, both, as a part of its Annual Report annual national sales conferences, distributor meets,
on annual basis. The Organisation has adopted IIRC ethics month celebrations, etc.
framework and published first such annual report for
FY 2015-16. 3. How many stakeholder complaints have been received
in the past financial year and what percentage was
This year, the Company produced Comprehensive satisfactorily resolved by the management? If so, provide
Advanced level United Nations Global Compact details thereof, in about 50 words or so.
Communication on Progress (UNGC – CoP) and A total of 33 ethics-related concerns were received from
Investor Carbon Disclosure Project (CDP) reports. stakeholders. Of these, 31 were satisfactorily resolved by
March 31, 2020. Balance concerns are under investigation
The link to view this report is:
and will be closed shortly. 
http://sustainability.tatachemicals.com/SR.htm

Principle 2: Businesses should provide goods and


Section E: Principle-wise Performance services that are safe and contribute to sustainability
Principle 1: Businesses should conduct and govern throughout their life cycle
themselves with Ethics, Transparency and Accountability
1. List up to 3 of your products or services whose design
1. Does the policy relating to ethics, bribery and corruption has incorporated social or environmental concerns, risks
cover only the Company? and/or opportunities.
No (i) Sodium Bicarbonate: Sodium Bicarbonate is a versatile
product having a myriad of applications such as a
2. Does it extend to the Group/Joint Ventures/Suppliers/ livening agent in food, feed manufacturing and several
Contractors/NGOs/Others? industrial applications. One segment where it is still in
a) Yes, Tata Code of Conduct defines the commitment on the early stage of use in India is as a sorbent in treating
ethical behaviour by the Company. Tata Chemicals has flue gases emitted from power plants which use coal
structured systems and processes for management of as fuels. Flue gases are obnoxious in nature containing
business ethics. All employees and suppliers sign to NOx and SOx which cause environmental degradation.

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(ii) Medikarb IP: Medikarb is Sodium Bicarbonate Water Purifier: Tata Swach helps the consumer in

developed for pharmaceutical applications; which saving the electrical energy at their end as it does not
is manufactured by further processing of Sodium use electrical energy in purifying the water.
Bicarbonate to reduce Sulphate, Chloride and other 3. 
Does the Company have procedures in place for
heavy metals. This product complies to specifications sustainable sourcing (including transportation)? If yes,
as prescribed by Indian and British pharmacopeial what percentage of your inputs was sourced sustainably?
requirements. Also, provide details thereof, in about 50 words or so.
Water Purifier - Tata Swach: Ncourage Social
(iii)  Yes, the Company has developed a supplier sustainability
Enterprise Foundation, a wholly-owned subsidiary of code and has established process for vendor selection. This
the Company through its Tata Swach range of Water includes various principles and guidelines like SHE Policy,
Purifiers have been addressing one of the basic Legal Compliance, Adherence to Tata Code of Conduct, ISO
human needs of making access to Safe Drinking Certification, etc. The Company has started carrying
Water accessible to marginalised communities. Tata out a Sustainability Assessment of its Key Suppliers and
Swach Tech Jal was an intervention in this direction - communicates areas of further improvements and reinforce
for providing affordable access to safe drinking water sustainability principles.   
for communities. This year saw Tata Swach remodel
this community purification system and made For sustainable transportation and to help reduce carbon
available a variant by integrating an ATM interface footprint, the Company maximises Rail and Coastal mode
to Tata Swach Tech Jal. This new variant is targeted despatches, full load based transportation, loose/bulker
and deployed to create dual impact – (i) provide an movements – deployment of German designed patented
opportunity for livelihood for an operator/attendant Lupa Bulker, etc.
(ii) with ATM integration it can now be deployed at Bulker helps in continuing journey towards pollution
popular and high-density tourist locations to make prevention, minimisation of waste, eliminating the efforts
available assured safe drinking water at an affordable of packaging, loading and unloading. It has an approximate
price. Thus, actively encouraging reducing plastic capacity of 25 tonnes and can replace 3 million plastic bags
waste through the reduction in the use of single-use
each year.
plastic bottles. 
4. 
Has the Company taken any steps to procure goods
2. For each such product, provide the following details in
and services from local and small producers, including
respect of resource use (energy, water, raw material, etc.)
communities surrounding their place of work? If yes,
per unit of product (optional):
what steps have been taken to improve the capacity and
(i) Reduction during sourcing/production/distribution capability of local and small vendors?
achieved since the previous year throughout the
value chain Yes, the Company has a vendor development programme.
Nil Over the years, the Company has promoted local contractors
and service providers and provides them opportunities.
(ii) 
Reduction during usage by consumers (energy,
Additionally, the Company has also promoted skills and
water) has been achieved since the previous year?
livelihood development in the neighbouring community
Sodium Bicarbonate: National Thermal Power
 through various training and community development
Corporation (‘NTPC’) was the first customer where programmes. The Company has also established an
after several discussions with technology providers,
apprentice training centre to improve capacity and skills of
the Company received trial orders to supply Sodium
more than 100 apprentices every year. The Company provides
Bicarbonate to its Dadri Unit in National Capital
support to people from socially backward community.
Region. NTPC has plans to adopt dry sorbent
injection technology using Bicarb at multiple The Company also keeps exploring development of suppliers
units. It is expected that use of Bicarbonate in from socially and economically backward communities.
Flue Gas Treatment for addressing flue gas emissions has The Company initiated a sponsored Professional
a promising potential for environmental sustainability Training programme for developing Functional skills and
once it’s adopted by the national power producer. It can competencies of SC/ST and other socially and economically
be adopted by small power producers as the regulations backward candidates to make them capable of being
tighten and are mandated by enforcement agencies. employed in sales and marketing field.

153
5. Does the Company have a mechanism to recycle products No. of complaints
and waste? If yes, what is the percentage of recycling of No. of complaints
Sr. pending as
Category filed during the
products and waste? (Separately as <5%, 5-10%, >10%). No. on end of the
financial year
Also, provide details thereof, in about 50 words or so. financial year
The Company’s Cement Plant at Mithapur is a unique 2. Sexual 1 NIL
‘waste to wealth’ initiative. In FY 2019-20, the Company harassment
replaced 86.69% of virgin limestone with undersized 3. Discriminatory NIL NIL
employment
limestone fines and effluent solids from Soda ash plant and
Fly ash from Captive Power Plant (GRI-G4-EN2-Methodology). 8. What percentage of your under mentioned employees
Disposal of Hazardous and Plastic Waste through Gujarat were given safety and skill upgradation training in the last
Pollution Control Board (‘GPCB’) approved Recycler, Common year?
Disposal Facility and Co-Processing in Cement Plants. i) 83% of Company employees have undergone training
for safety, compliances and skill upgradation.
Principle 3: Businesses should promote the well-being
of all employees ii) 
It is mandatory for all employees to go through
1. Please indicate the Total number of employees: the safety training at sites. Refresher on safety is
1,820 employees in Tata Chemicals India operations as on also conducted on regular basis. E-learning courses
March 31, 2020. on defensive driving are periodically rolled out to
employees.
2. Please indicate the Total number of employees hired on
temporary/contractual/casual basis:
Principle 4: Businesses should respect the interests of
3,036 in Tata Chemicals India operations as on March 31, and be responsive towards all stakeholders, especially
2020. those who are disadvantaged, vulnerable and
3. 
Please indicate the number of permanent women marginalised
employees: 1. 
Has the Company mapped its internal and external
138 in Tata Chemicals India operations as on March 31, 2020. stakeholders?
Yes, the Company has mapped its stakeholders as a part
4. Please indicate the number of permanent employees with
of its stakeholder engagement strategy development
disabilities:
process.
8 (6 at Mithapur, 1 at Mumbai and 1 at Sriperumbudur)
2. 
Out of the above, has the Company identified
5. Do you have an employee association that is recognised
the disadvantaged, vulnerable and marginalised
by management?:
stakeholders?
Yes
Yes, the Company has identified the communities which are
6. 
What percentage of your permanent employees are vulnerable and need focussed intervention.
members of this recognised employee association?:
Approximately 30% The Company has a defined process for identifying key
communities, their needs and prioritising interventions.
7. 
Please indicate the number of complaints relating to The key communities consist of areas in and around the
child labour, forced labour, involuntary labour, sexual Company’s manufacturing sites. Criteria for selection of
harassment in the last financial year and pending, as on key communities are based on the Mission, Vision and
the end of the financial year. Values (‘MVV’), neighbourhood of the area where the
No. of complaints Company operates, impact on society and benefits to
No. of complaints underprivileged people. The needs are identified through
Sr. pending as
Category filed during the
No. on end of the various listening and learning methods, participatory rural
financial year
financial year appraisal, need assessment, etc. The needs are prioritised
1. Child labour/ NIL NIL based on parameters that help balance both the needs
forced labour of the community and the Company’s long-term strategic
/involuntary growth.
labour

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3. Are there any special initiatives taken by the Company our commitment to this cause. From this year onwards,
to engage with the disadvantaged, vulnerable and we celebrate the month of February as Diversity and
marginalised stakeholders? If so, provide details thereof, in Inclusion month. During the month, sensitisation training
about 50 words or so. was conducted for the senior leadership team and various
Yes, the Company follows an integrated development activities were conducted across the Company like group
approach, which specifically targets the disadvantaged, discussions, playshops, quizzes, D&I room, communication
vulnerable and marginalised stakeholders. through emailers, standees, placard, batches, etc. which
helped sensitising employees on D&I, unconscious bias,
It has been the Company’s constant endeavour to focus on inclusive behavior, etc.
inclusive and collaborative growth. The Company began its
journey a few years ago by focussing on Affirmative Action Principle 5: Businesses should respect and promote
i.e. disadvantaged communities and while the Company human rights
continues to progress on this roadmap, it has expanded
1. Does the policy of the Company on human rights cover
its focus on diversity to additionally cover gender diversity,
only the Company or extend to the Group/Joint Ventures/
disadvantaged regions and person with disability, all of
Suppliers/Contractors/NGOs/others?
which are important segments that can help create a more
sustainable organisation for the future. Towards this objective, 
The Company follows Principles of the International
the Company has reconstituted its current Affirmative Action Declaration of Human Rights. Its policies support, respect
Council into a Diversity Council (‘DC’). The organisation has and protect the human rights of its direct as well as indirect
instituted DC led by the Managing Director & CEO and Senior employees. The Sustainability Policy and the Tata Code of
Leaders to focus on these four areas. The Company’s leadership Conduct addresses these aspects.
drives the Affirmative Action agenda across the organisation
with passion and commitment. 2. How any stakeholder complaints have been received in
the past financial year and what percent was satisfactorily
The Company’s inter-related development interventions
resolved by the Management?
are based on the framework linked to UN SDGs and has the
following elements: building economic capital, ensuring The Company did not receive any complaint with respect to
environmental integrity, enablers for social, economic and human rights violation.
environmental development and building social capital.
Principle 6: Businesses should respect, protect and
All social initiatives conducted under these elements make efforts to restore the environment
are around Company’s areas of operations. It follows an 1. 
Does the policy related to Principle 6 cover only the
integrated development approach to improve the quality Company or extends to the Group/Joint Ventures/
of life, especially in their neighbourhoods and for the Suppliers/Contractors/NGOs/others?
farmers. As per the need assessment, the SC/ST community

The Company has made Supplier Sustainability Guidelines to
in our neighbourhood regions aspire for better education,
extend the reach for capturing the sustainability aspect data
health care, agriculture/animal husbandry extension, better
from its suppliers. The Company also works with Government,
livelihood skills and employment.
NGOs on different projects for environmental protection.
The Company’s entry level recruitments like Diploma
Engineer Trainees, Graduate Engineer Trainees and The Company’s Policies - Safety, Health & Environment (SHE),
Management Trainees focus on colleges with areas Corporate Sustainability and Community Development;
dominant by SC/ST. The internal job posting initiative ‘SHINE’ extend support to all stakeholders influencing the entire value
is further enhanced to include referrals for candidates from chain. This also helps in sustaining environmental impacts
the economically and socially backward communities. In beyond the prescribed limits and address social responsibility.
the last year, Seamlessly Harnessing Internal Expertise+
(‘SHINE+’) was launched as a corporate initiative, which has 2. Does the Company have strategies/initiatives to address
more reward for recruitment consultants for shortlisting of global environmental issues such as climate change,
candidates that helps improve the Company’s employee global warming, etc.? If yes, please give hyperlink for
diversity especially for gender diversity, social and webpage etc.
economically backward regions and communities and Yes, the Company has adopted Tata Group’s Climate Change
for persons with disability. We have a formal policy on Policy which is an integral part of the Company’s strategy to
Diversity and Inclusion (‘D&I’) which articulates and defines help the organisation’s growth in a carbon conscious manner.

155
The Company has strategy, which includes identifying for climate change and water management. The
opportunities for carbon abatement, investing in low Company’s Mission Jal programme is the strategy for
carbon growth and tapping into opportunities presented addressing water footprint outcomes through the value
by the emerging low carbon technologies. It has identified chain.
abatement levers, low carbon growth opportunities and
carbon offset opportunities towards that end. The carbon • CDP’s carbon action initiative facilitates in the
abatement measures are chosen on the basis of the implementation of cost-effective greenhouse gas
techno-commercial feasibility of implementation, maturity emission reduction initiatives in line with emerging
and availability of technologies and the magnitude of best practices. It is becoming increasingly important
emissions reduction. The Company has adopted shadow that they are able to evaluate exposure of a specific
carbon pricing and has signed up for Science Based Target company to the material risks and opportunities
initiative and is working on establishing carbon reduction presented by climate change, both in its direct
targets. operations and in its value chain. The Company uses
the power of measurement and information disclosure
Biodiversity to improve the management of environmental risk. The
• The Company conducted Environmental Impact Company is responding to CDP since FY 2008-09 and is
Assessment studies to assess the impacts of its consistently maintaining its position. The Company has
operations on nearby biodiversity and surrounding also started CDP water reporting in FY 2012-13. CDP’s
environment periodically. supply chain programme enables the Company to
implement successful supplier engagement strategies,
• While operating in harsh ecological conditions/semi-
reduce upstream emissions, control water impact and
arid conditions at Mithapur site, the Company has
manage risk in a changing climate. The Company has
restored the ecological balance in the surrounding
also decided to use Carbon price as another tool to
habitats by converting waste lands into greenbelt.
assess projects before implementing them.
• The Company’s commitment towards continual
improvement has triggered programmes such as • For more information, visit:
mangrove conservation and regeneration at West http://sustainability.tatachemicals.com/SOAOP.htm
Coast near Mithapur and at East Coast for Aila affected
region of Sundarban near Haldia. Does the Company identify and assess potential
3. 
environmental risks?
• For preserving biodiversity of Okhamandal, the
Company conducted biodiversity reserve plantation Yes, the Company has a formal process for Enterprise
project, implemented with the support of employee Risk Management (‘ERM’). Through ERM process
volunteers, seeks to preserve indigenous vegetation. and Strength Weakness Opportunity Threat
Under the project, a total of 150 acres have been (‘SWOT’) analysis, potential environmental risks are
afforested with 133 native species of vegetation. identified at business level. The identified risks are
assessed. Relevant action plans are prepared for the
• The Company’s salt works provide a safe habitat for a
mitigation of risks and it is periodically reviewed.
number of migratory aquatic birds, who use this space
The Company has also adopted ISO-14001 and is a
to roost and breed. The Company continues to be good
signatory to Responsible Care which guides the Company
hosts to them.
as and when required. Aspect-Impact analysis with rating
• The Company has also adopted Tata Group initiative on system is in place for assessing operational environmental
valuation of natural capital programme for Chemicals impacts at site. Impact register is periodically reviewed
business to pilot the protocol developed by Natural for keeping it updated and for improving environmental
Capital Coalition. performance. Environmental Management Plan (‘EMP’) is
Water Management, Water Foot printing, Carbon Foot in place for mitigating the environmental impacts thus
printing reducing operational environmental risks. The Company
has also initiated LCA for its major products to estimate
• Life Cycle Assessment (‘LCA’) Study for key products,
environmental impact over its life cycle. The Company
Carbon Footprint (‘CFP’) and Water Footprint (‘WFP’)
had conducted environment impact assessment by third-
assessment for all sites were taken up. Based on these
party for Mithapur plant in FY 2018-19.
assessments, the Company derived targets and strategy

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4. Does the Company have any project related to Clean • Collecting back and disposing post-consumer plastic
Development Mechanism? If so, provide details thereof waste under extended producer responsibility
in about 50 words or so. Also, if Yes, whether any framework of Plastic Waste Management Rule, 2016
environmental compliance report is filed?
Yes. Clean Development Mechanism (‘CDM’) is an integral Green Packaging application
part of the Company’s strategy for carbon conscious growth • Reusing secondary packaging in most products to
of the organisation. The Company got 2 CDM projects reduce Carbon Footprint
registered in 2004 and 1 CDM project in 2005. As on date,
the Company does not have any CDM projects but it has Green Supply Chain
become an unsaid practice to assess CDM potential in each • Maximising Rail transportation
and every project and to address the same in the feasibility
report of the project. In the new facilities, the Company is
• Full load basis transportation and preference to bulker
movements
actively promoting solar power systems.

Besides this, the Company also endeavours to reduce


5. Has the Company undertaken any other initiatives on -
indirect energy consumptions. Some of the initiatives
clean technology, energy efficiency, renewable energy,
are as follows:
etc.? Yes / No. If Yes, please give hyperlink to web page etc.
Yes. As per Tata Chemicals’ strategy of Carbon conscious
• Preventive and reliability centred maintenance etc. to
reduce downtime and ensure smooth operations
growth, the Company has taken various initiatives to address
clean technology, renewable energy and energy efficiency
On-off timer system has been implanted in all street
etc. Abatement levers have been identified during carbon
lights. Used fluorescent bulb in place of mercury light
footprint base line study which is an integral part of the Long
Term Sustainability Planning (‘LTSP’) to identify key projects in • Low voltage variable frequency drives for throttled and
the journey of responsible operations. Some of the initiatives recirculation applications
taken by the Company are as follows:
• Premium efficiency motors to replace rewound motors
Renewable Source of Energy
• Thermograph audits and actions for steam distribution
• Solar energy to produce solar salt and in turn Soda Ash network
at Mithapur
For more information, visit:
• Solar energy in the new plant at Mambattu http://sustainability.tatachemicals.com/SOAOP.htm
Natural Capital Accounting & Biodiversity Ecosystem
6. 
Are the Emissions/Waste generated by the Company
• The Company has also adopted Tata Group initiative on within the permissible limits given by CPCB/SPCB for the
valuation of natural capital programme for Chemicals financial year being reported?
business to pilot the protocol developed by Natural
The Company has installed online monitoring systems as per
Capital Coalition
the guidelines of the Central Pollution Control Board (‘CPCB’).
• Mangrove plantation and bio-diversity plantation Online monitoring data are regularly updated in CPCB server
as per prescribed parameters. Emissions/waste generated
Waste Management reports are regularly submitted to CPCB/SPCB as per the
• Well integrated mechanism to maximise the waste prescribed norms for FY 2019-20.
utilisation within the operations
7. Number of show cause/legal notices received from CPCB/
• Emphasising to develop value-added product out of SPCB which are pending (i.e. not resolved to satisfaction)
waste such as developed Green Bricks out of Sulphur as on end of Financial Year.
Rich Fly Ash
Observations were received through Show Cause Notices/
• 
Unique set-up of Cement plant to absorb waste Site Visits/Directions by the regulatory during FY 2019-20.
generated out of other plants within the Mithapur The Company has taken adequate measures and submitted
operations compliance reports to the regulatory authorities.

157
Principle 7: Businesses, when engaged in influencing of Excellence for Sustainable Agriculture & Farm
public and regulatory policy, should do so in a Excellence (‘C-SAFE’)
responsible manner
2. Non-Farm based livelihood - Skill Development
1. Is your Company a member of any trade and chambers or initiatives, Promotion and development of traditional
association? If Yes, name only those major ones that your handicrafts - Okhai and Cluster Development, Uday
business deals with. Foundation - Rural BPO
Yes, the Company has a stewardship role in the chemical
Ensuring environmental integrity: Maintain ecological
industries. It is represented in Confederation of Indian
balance and conserve natural resources through participatory
Industry (‘CII’), Bombay Chamber of Commerce and Industry
approach for environmental sustainability.
(‘BCCI’) and CDP.
1. Nature Conservation - Whale Shark Conservation, Coral
2. Have you advocated/lobbied through above associations Reef Restoration, Mangrove Plantation, Biodiversity
for the advancement or improvement of public good? Reserve Plantation, Marine Turtle Monitoring,
If yes, specify the broad areas (drop box: Governance and Community Conserved Wetland, monitoring of Birdlife
Administration, Economic Reforms, Inclusive Development and Eco Clubs
Polices, Energy Security, Water, Food Security, Sustainable 2. 
Land Development, Water Management and
Business Principles, Others) Conservation
Yes, the Company has participated in industry body
Centre for Sustainable Conservation Action for
3. 
consultations in the following areas:
Protection of Ecosystems of the Seas (‘C-SCAPES’)
• Governance and administration
• Inclusive development and affirmative action 
Enablers for social, economic and environmental
development:
• Principles for sustainable business
1. Good Health & Well-being - Health Care camps,
• Economic/sector reform Eye camps, Awareness & Training Programmes,
• Skill development and skill building Immunisation and Counselling Drives, Malnourishment,
Homestead Herbal and Kitchen Garden
Tata Code of Conduct is the guide that the Company uses for
advocacy. 2. Education - Entry level, Primary, Secondary and Higher
Secondary – for children, adults, migrating communities
Principle 8: Businesses should support inclusive growth
and equitable development 3. Clean Water & Sanitation – Roof Rainwater Harvesting
Structures, Repair of hand pumps, supporting
1. Does the Company have specified programmes/initiatives/ households with water purifier systems through
projects in pursuit of the policy related to Principle 8? Samridhhi and Swatch Tarang Project and for
If yes, details thereof. Sanitation - Behaviour change programmes, Swachh
Yes, the Company follows an integrated approach towards Bharat Mission Cleanliness Drives, Construction of
development programmes and follows the policy of Sustainable toilets and sanitation units
Development, participatory approach and transparency.
Building social capital: Inclusion of the socially backward
The Company’s inter-related development interventions population especially the women and scheduled caste
are based on the framework linked to UN SDGs and has the & scheduled tribe population is done in all programmes.
following elements: building economic capital, ensuring To create self-sustaining models, we have set up social
environmental integrity, enablers for social, economic and enterprises, Okhai and Ncourage Social Enterprise
environmental development and building social capital. Foundation.


Building economic capital: Promoting livelihood Relief Programmes: Tata Chemicals continues its support to

opportunities and enhancing the quality of life from farm any disaster, which hits our country.
and non-farm based livelihoods.
To further our efforts and reach to a larger community,
1. Farm based livelihood - Agriculture development
we have created two centres of excellence – Centre of
initiatives and livestock management systems, Centre

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Excellence for Sustainable Agriculture & Farm Excellence Details of assessments are mentioned below:
(‘C-SAFE’) and Centre for Sustainable Conservation Action
Sr. Name of the Beneficiaries Remark
for Protection of Ecosystems of the Seas (‘C-SCAPES’), which
No. Assessment
focusses on scientific research, piloting models, advocacy,
capacity building and field implementation through multi 1. Community a) Community members Internal
stakeholder engagement. Satisfaction b) Beneficiaries of project assessment
Index c) Panchayat Leaders done annually
For further information on projects and achievement, please and external
d) Vendors
visit www.tcsrd.org; www.okhai.org impact
assessment
2. 
Are the programmes/projects undertaken through in- done every
house team/own foundation/external NGO/government 3rd year
structures/any other organisation? 2. Tata Affirmative People from Backward External
The Company’s Corporate Social Responsibility (‘CSR’) Action Program classes on Education,
projects are implemented through the Tata Chemicals Assessment Employment,
Society for Rural Development (‘TCSRD’) which was set Entrepreneurship and
up in 1980 to protect and nurture rural populations. Employability
Since then the Company has set up other focussed 3. External Beneficiaries of the External
organisations such as the Golden Jubilee Foundation, Assessment programme assessors
Uday Foundation and Okhai – Centre for empowerment.
The Governing Board of TCSRD and Okhai comprises 4. What is the Company’s direct contribution to community
eminent personalities from the academia, industry development projects - Amount in INR and the details of
and civil society. In 2018, Tata Chemicals started a new the projects undertaken?
organisation – ‘Ncourage Social Enterprise Foundation’ For FY 2019-20, the amount spent for community

to promote enterprise development in the rural areas development projects: ` 37.81 crore.
of India. We work with partners who respect and agree
to our organisations’ core CSR values. TCSRD has always Our programme framework linked to UN SDGs 1, 2, 3, 4, 5,
worked in partnership with government agencies, 6, 7, 10, 13, 14, 15 & 17, has the following elements: building
voluntary bodies and local authorities in implementing economic capital, ensuring environmental integrity, enablers
CSR initiatives. The Company has partnered with various for social, economic and environmental development and
government and non-government organisation such as building social capital.
Sir Ratan Tata Trust, WASMO (Water and Sanitation Building economic capital
Management Organisation), NABARD (National Bank for
Farm-based livelihoods -
Agriculture and Rural Development), American India
Foundation, Wildlife Trust of India, HP, Schneider and The Company is promoting livelihood of farmers through
GRIMCO (Gujarat Rural Industries Marketing Corporation its agriculture and livestock development programmes.
Ltd.). Under the agriculture development programme, the
Company organised capacity building of farmers, exposure
3. Have you done any impact assessment of your initiative? visits, field demonstration and supported with seeds and
agri-equipment for enhancing the productivity.
Yes. Impact of activities is measured on a regular basis by
During the year, more than 9,800 farmers were
doing impact assessment, social audit by third-party and by
directly benefited from various interventions. In
assessment as per Tata Sustainability Framework Analysis.
Mithapur, the Company in partnership with Coastal
A community satisfaction survey is carried out yearly to
Salinity Prevention Cell (‘CSPC’) is implementing the
understand the perception of the community, reach of
Okhamandal Samridh Gram Pariyojna (‘OSGP’) project
programmes and the satisfaction level of the community.
with the objective to double the income of farmers in
There are various types of annual social assessment that 4 years. The Company facilitated registration of a Farmers
are being conducted for the impact of the programme, Producer Company, under the name of Okhamandal
community satisfaction, need identification and future Farmer Producer Company Limited (‘OFPCL’) which would
planning. benefit approximately 1,200 farmers. Animal husbandry is

159
secondary source of livelihood for the farmers, for which establish their respective production unit. At Mithapur,
activities like FMD vaccination, HS vaccination, deworming six clusters/group enterprises have been formed. They are
camps and animal health camps were undertaken. In FY Bandhani, Rexene & Leather, Bead work, Jute, Block print and
2019-20, approximately 56,000 cattle were covered under Coconut Fibre products, which are also linked to Okhai for
the cattle health and breed improvement initiatives. providing a marketing platform for the same.
The Kasturi initiative is helping develop women farmers in
self-leadership, family management and ability to serve as Ensuring Environmental Integrity
community catalyst in Agripreneurship. The Company is working on maintaining ecological balance
and conserving natural resources through participatory
Non-Farm based livelihoods: approach for environmental sustainability. Biodiversity
Skill development – conservation programmes continued at Mithapur with
projects like recovery of coral reef, conservation of whale
The Company is running skill development programmes in
shark, mangrove plantation, rejuvenating indigenous flora
different locations to train unemployed youth and facilitate
and fauna and environmental education initiatives.
in their employment or entrepreneurship development.
The vocational skill training includes Fashion & Technology, The Whale Shark project at Mithapur focusses on habitat
Welder technician, Fitter technician, Domestic electrician, study and research on migratory pattern and breeding
Beauty & Wellness, etc. Attendant Operator Chemical Plant, biology of this fish.
Nursing Assistant, Electronics technician, Bar bending,
Formwork carpenter, Diploma in fire & safety, Mechanic During the year, 44 whale sharks caught accidentally in the
diesel, Automation, etc. The Company has set up technical fishing nets along the Saurashtra coast were rescued and
released taking the total rescue figure since the inception
skill training institute at Mithapur which has Affiliation
of the campaign to 787. The Company is also working with
with National Skill Development Corporation (‘NSDC’). The
the Eco Clubs in schools at Mithapur to raise awareness on
Company is also supporting Tata Strive Centre for running
environment conservation. The Company participated in
skill development centre at Aligarh and Industrial Training
UN Convention on Migratory Species-COP 13 at Mahatma
Institute (‘ITI’) at Dwarka. During the year, more than 1,550
Mandir in Gandhinagar.
youths were trained on different vocational skills which would
help them get employment or start their own enterprises. Under the Greening programme, the Company planted
1.04 lakh mangroves in Dwarka, Gujarat and Sundarbans,
Promotion and development of traditional handicrafts – West Bengal.
Okhai: With the objective to create livelihood opportunities

To further its effort, the Company has established C-SCAPES,
for rural women artisans, Okhai has been able to impact 2,366
through the Company as a dedicated knowledge, research
artisans across India. Okhai provided support to the artisans
and field implementation institution in Mithapur.
through training, design development and online retail of
the crafts. Okhai worked as a bridge between the artisans Land development programme, Water management and
and the customers for scaling up the sale of their handicraft conservation programmes like recharging by well recharge
products by understanding customer needs, manufacturing structures, water harvesting by check dam, community pond
the products with the help of the artisans and facilitating in structures, etc. were carried out at Gujarat.
sale through the Okhai website and its sales outlets. During
the year, 600 products were launched online. Okhai’s sales has The Company established a dry waste processing plant at
increased by 58%, impacting many more artisan groups and Mithapur, launched under the Swachh Bharat Abhiyan.
increase in their income. Okhai is now being recognised as a
Sustainable & online Fashion Brand with over 1,90,000 online 
Enablers for social, economic and environmental
followers and 40,000 online customers. The first flagship store development
is under renovation in Mumbai and will be launched shortly. Good health & well-being:
Cluster Development programme strives to develop Improving the health of the rural community is an important
entrepreneurship qualities in rural women and guide them part of the Company’s overall strategy. This year, 21,718
adeptly engage in productive enterprises. The Company people were benefited through health awareness camps,
organised training on entrepreneurship development for counselling & treatment and nutrition programmes. In
all the women members of Self Help Groups cluster, so Sriperumbudur (Tamil Nadu) and Mambattu (Andhra
that they are equipped with entrepreneur skills and can Pradesh) herbal-based kitchen garden was promoted as a

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preventive health measure. Approximately, 3,000 people institutions. During the year, 1,060 households were provided
were supported with general health treatment services. tap connection for supply of water and supported with
construction of toilets.
Tata Chemicals is implementing a ‘Holistic Nutrition’ project
in Amravati, Maharashtra and Barwani, Madhya Pradesh Under Samriddhi project, a joint project of Uday Foundation
which aims at holistic improvement of community health and Ncourage Social Enterprise Foundation, the Company
by improving the nutritional intake of women and children focussed on ensuring safe drinking water for the rural
(0 to 2 years). Under the project, activities like screening households in different parts of India through generating
of women for anaemia, identification of Severely Acute awareness and supporting them with water purifiers.
Malnourished (‘SAM’) & Moderately Acute Malnourished Approximately, 90,000 people were made aware and
(‘MAM’) children and facilitating in treatment of anaemic sensitised for using clean and safe drinking water. Another
women and malnourished children were taken up. During objective of this project is to generate employment &
the year, more than 8,549 women and 9,975 children livelihood through entrepreneurship in rural areas. At
benefited through this. present this programme supports around 30 district level
entrepreneurs and more than 400 village level entrepreneurs.
Education: With the launch of the Swach Tarang project, the Company
Education programmes at all locations have been taken is targeting reaching to the poorest of the poor families in
up based on the need of the area with a target of zero some of the remote parts of India which are higher number
drop-out of students at all levels of education starting of people from the Affirmative Action Communities. The
from pre-primary education. The focus has been on Company has implemented the programme in north eastern
improving quality of education in schools, providing states and have supported 8,500 families with water purifiers.
scholarship support to meritorious students, providing
basic infrastructure support to schools, imparting bridge Building social capital
courses and providing required coaching support to youth
The Company is reaching out to the socially backward
for their academic and professional growth. During the year,
population of the community, specially the women, scheduled
Education programmes like E-Library, Learning Enhancement
caste and the scheduled tribe. The objective is to mainstream
programme, Teacher Training, Scholarships, Child Learning
and Improvement Programme, Shreemati Nathibai Damodar them by inclusion in all the developmental programmes.
Thackersey Women’s University (‘SNDT’) Centre, Career The Company undertakes Affirmative Action programme,
Resource Centre, Shala Pravesh Utsav, Adult Literacy which focusses on improving the lives of the marginalised
classes, Residential Summer Camp on Spoken English and population through its Employment, Employability,
Personality Development, project for primary school children Entrepreneurship Development, Education and Essential
with Sir Ratan Tata Trust were implemented, benefiting
Amenities initiatives.
approximately 13,900 children.
To create self-sustaining models, the Company has set up
A separate initiative ‘Learning And Migration Program’
social enterprises, Okhai Centre for Empowerment and
(‘LAMP’) is being carried out in seven districts of Gujarat
Ncourage Social Enterprise Foundation.
for the migration affected villages. The programme is run
in partnership with American India Foundation which Okhai Centre for Empowerment - Sustainable social business
with the help of implementing NGOs is working closely targeting artisans livelihood.
with community and government schools to strengthen
the school governance system and quality of education. Ncourage Social Enterprise Foundation (‘Ncourage’) focusses
Learning Enrichment Program (‘LEP’) and Learning Resource on promoting affordable clean and safe drinking water
Centre (‘LRC’) are two important components of the LAMP through Tata Swach range of household and community water
programme in which innovative models of teachings have purification systems and this year has initiated intervention on
been adopted. More than 6,900 children were benefited by animal health and nutrition. Ncourage has started engaging
the programme. with grassroot level organisations – especially those engaged
in activities related to agri produce or value-added products.
Clean Water and Sanitation: The objective is to create suitable linkages for making the
products reach markets as main stream commercial activity
The Company has partnered with WASMO for undertaking
and help getting them equitable returns.
drinking water and sanitation activities under CADP project.
The project aims to provide drinking water facilities to the Infrastructure Development Program is the key to rural
rural households of Okhamandal with the help of village development as it helps improve rural economy and quality

161
of life. The Company has always given importance to this Principle 9: Businesses should engage with and provide
programme as it is essential for the overall development value to their customers and consumers in a responsible
of the community. Projects like infrastructure support manner
to schools and construction of individual toilets were 1. 
What percentages of customer complaints/consumer
taken up. Employee volunteers play an important role in cases are pending as on the end of financial year?
our community development initiatives. In FY 2019-20,
Products Cases pending as on
about 20,000 volunteering hours were contributed by the
March 31, 2020 (%)
volunteers and their family members.
Chemicals 0
Relief Programme Nutraceuticals (Nx & NQ) 0
Tata Chemicals continues its support to any disaster, which Silica 0
hits our country. During Covid-19 pandemic, the Company
focussed on supporting the Government and the local 2. Does the Company display product information on the
communities. The Company is manufacturing and supplying product label, over and above what is mandated as per
disinfectant in the Mithapur factory. The Company has local laws? Yes/No/N.A./Remarks (additional information)
produced masks in Mithapur and Cuddalore through Self Yes. Product information about the physical dimensions
Help Groups and artisans associated with the Company’s and/or chemical compositions/nutritional information/
Okhai initiative. The Company has been creating awareness nutrient content is provided through the product labels/pack
about the pandemic and safety measures in the local declaration and/or catalogues. Round-the-clock information
communities using posters and videos. Relief support was of the products is available on the Company’s website and at
also provided in flood affected areas of Maharashtra. the call centre, during specific hours of the working day. All
packages retail/bulk contain product information including,
For further information on projects and achievements, Product Manager’s address/Customer Relationship Manager’s
please refer the Annual Report of TCSRD at www.tcsrd.org contact number to enable consumers to correspond. All the
and www.okhai.org. Company’s information is voluntary with various branding
elements, with no comment on competitors or regional
5. 
Have you taken steps to ensure that this community bias statements. Wherever applicable, specific certification
development initiative is successfully adopted by the requirements of regulatory authorities and some marks
community? Please explain in 50 words, or so. like ISI (Indian Standards Institute), FSSAI (Food Safety and
Yes. Community is our key stakeholder and the Company Standards Authority of India), etc. are provided on the
believes that development of the community is only product labels and/or catalogues.
possible through engagement and partnership from all the
stakeholders. The guiding principles for the engagement with 3. Is there any case filed by any stakeholder against the
the community are enshrined in the‘Community Development Company regarding unfair trade practices, irresponsible
Policy’. These principles are sustainability, participatory advertising and/or anti-competitive behaviour during the
approach, transparency, networking & partnership, creating a last five years and pending as on end of financial year? If
resource centre and volunteering. so, provide details thereof, in about 50 words or so.
There is no anti-competitive, abuse of dominant position or
The process of engagement with the community starts
unfair trade practices case pending against the Company.
with identification of the key community, their needs and
prioritisation. The needs are identified through various
4. 
Did your Company carry out any consumer
listening and learning methods, participatory rural appraisals,
survey/consumer satisfaction trends?
household survey and focussed group discussion.
Yes. Customer satisfaction survey is carried out by the
The participation of the stakeholders is vital to the success of Company every year.
all programs and forms the basis of all programme designs.
The projects are continuously monitored and evaluated Overall customer satisfaction for FY 2019-20 is given below:
to measure impact. Stakeholder Engagement Surveys SBU Consumer Satisfaction (%)
and Social Impact Audits are conducted to assess project Chemicals 85
outcomes. The Company develops exit strategy for projects
Nutraceuticals 80
which have matured and withdraws after handing over the
Silica NA
project to the community.

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Independent Auditors’ Report


To the Members of Tata Chemicals Limited Company in accordance with the Code of Ethics issued by the
Institute of Chartered Accountants of India together with the
Report on the Audit of the Standalone Financial ethical requirements that are relevant to our audit of the Standalone
Statements Financial Statements under the provisions of the Act and the Rules
Opinion thereunder, and we have fulfilled our other ethical responsibilities
We have audited the Standalone Financial Statements of in accordance with these requirements and the Code of Ethics. We
Tata Chemicals Limited (“the Company”), which comprise the believe that the audit evidence we have obtained is sufficient and
Standalone Balance Sheet as at March 31, 2020, and the Standalone appropriate to provide a basis for our opinion.
Statement of Profit and Loss (including other comprehensive
income), Standalone Statement of Changes in Equity and
Emphasis of Matter
Standalone Statement of Cash Flows for the year then ended, We draw attention to Note 34 of the Standalone Financial
and notes to the Standalone Financial Statements, including Statements in respect of a Scheme of Arrangement amongst Tata
a summary of the significant accounting policies and other Chemicals Limited and Tata Consumer Products Limited (previously
explanatory information (hereinafter referred to as “Standalone Tata Global Beverages Limited) and their respective shareholders
Financial Statements”). and creditors (the ‘Scheme’) for demerger of Consumer Products
Business of the Company. The Scheme has been given effect to
In our opinion and to the best of our information and according from the Appointed Date of April 1, 2019 as approved by the
to the explanations given to us, the aforesaid Standalone Financial National Company Law Tribunal and which is deemed to be the
Statements give the information required by the Companies Act, demerger date for the purpose of accounting and consequently
2013 (“Act”) in the manner so required and give a true and fair view financial information in the statement of profit and loss account for
in conformity with the accounting principles generally accepted the year ended March 31, 2019 have been restated.
in India, of the state of affairs of the Company as at March 31, 2020,
and profit and other comprehensive income, changes in equity Our opinion is not modified in respect of this matter.
and its cash flows for the year ended on that date.
Key Audit Matters
Basis for Opinion Key audit matters are those matters that, in our professional
We conducted our audit in accordance with the Standards on judgment, were of most significance in our audit of the Standalone
Auditing (SAs) specified under Section 143(10) of the Act. Our Financial Statements of the current period. These matters were
responsibilities under those SAs are further described in the addressed in the context of our audit of the Standalone Financial
Auditor’s Responsibilities for the Audit of the Standalone Financial Statements as a whole, and in forming our opinion thereon, and
Statements section of our report. We are independent of the we do not provide a separate opinion on these matters.

163
Description of Key Audit Matter
Revenue recognition (refer notes 2.14 and 25 to the Standalone Financial Statements)
The Key Audit Matter (KAM) How the matter was addressed in our audit
Revenue is recognised when the control over the underlying Our audit procedures included:
products has been transferred to the customer.
• Focusing on the Company’s revenue recognition for
Due to the Company’s sales under various contractual terms and compliance with Ind AS;
across the country, delivery to customers in different regions
might take different time periods and may result in undelivered • Testing the design, implementation and operating
goods at the period end. We consider a risk of misstatement of the effectiveness of the Company’s manual and automated
Financial Statements related to transactions occurring close to the (Information Technology - IT) controls on recording revenue.
year end, as these transactions could be recorded in the incorrect We involved our IT specialists for IT testing. We focused on
financial period (cut-off ). controls around the timely and accurate recording of sales
transactions;
There is also a risk of revenue being overstated due to fraud
resulting from pressure on the Company to achieve performance • Performing testing on selected statistical samples of revenue
targets at the reporting period end. Accordingly, fraud and cut-off transactions recorded during the year. We verified contractual
risks in revenue recognition are considered as a key audit matter. terms of invoices, acknowledged delivery receipts and
tested the transit time to deliver the goods. Our tests of
detail focused on cut-off samples to verify that only revenue
pertaining to current year is recognised based on terms and
conditions set out in sales contracts and delivery documents.

• Assessing high risk manual journals posted to revenue to


identify any unusual items.

Demerger of Consumer Products Business (refer note 34 to the Standalone Financial Statements)
The Key Audit Matter How the matter was addressed in our audit
The Company has demerged its Consumer Products Business Our audit procedures included:
(CPB) division to Tata Consumer Products Limited (“TCPL”)
(‘the Demerger’) pursuant to a Scheme of Arrangement (‘the • Obtaining and evaluating the Scheme for identification of
Scheme’). The Scheme was approved by the National Company the assets and liabilities to be transferred;
Law Tribunal (NCLT) with an Appointed date of April 1, 2019.
• Evaluating the accounting treatment of the Demerger for
Refer note 34 to the Standalone Financial Statements for details
compliance with the applicable accounting standards and
of the Scheme.
applicable tax and other statutes;
The demerger of the CPB division has significant measurement
• Assessing and testing the accounting entries recorded in
and disclosure impacts on the Company’s Standalone Financial
the books by the Company in respect of the Demerger for
Statements. This involves identification of assets and liabilities to
compliance with the accounting treatment assessed above;
be transferred which is subject to the provisions of the Scheme
and is accordingly considered a key audit matter. • Assessing and testing the adequacy of the Company’s
disclosures in respect of the Demerger for compliance with
applicable accounting standards.

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Impairment evaluation of Investments in subsidiaries and joint ventures (refer notes 2.3.5, 2.12 and 8 to the Standalone Financial
Statements)
The Key Audit Matter How the matter was addressed in our audit
The carrying amount of the investments in unlisted subsidiaries Our audit procedures included:
and joint ventures (held at cost less impairment) represents 29%
of the Company’s total assets. • Evaluating design and implementation and testing operating
effectiveness of controls over the Company’s process of
The Company’s investments in unlisted subsidiaries and joint impairment assessment and approval of forecasts;
ventures are carried at cost less any impairment. The investments
are assessed for impairment when an indicator of impairment • Assessing the indicators for impairment of the unlisted
exists. With the spread of COVID-19 in India and globally, demand subsidiaries and joint ventures and understanding Company’s
loss is expected for the products of unlisted subsidiaries and joint assessment of those indicators;
ventures.
• Assessing the valuation methods used for determining
The impairment assessment involves use of estimates and recoverable amount, financial position of the unlisted
judgements. The identification of an impairment event and the subsidiaries and joint ventures and assessing historical
determination of impairment charge also requires the application financial performance of those subsidiaries and joint
of significant judgement by the Company. The judgement, in ventures;
particular, is with respect to the timing, quantity and estimation
• Understanding the basis and assumptions used for the
of future discounted cash flows of the underlying entities. It
financial forecasts;
involves significant estimates and judgment, due to the inherent
uncertainty involved in forecasting and discounting future cash • Testing the assumptions used in the discounted cash flow
flows. forecast analysis based on our knowledge of the Company
and the markets in which the unlisted subsidiaries and joint
In view of the significance of these investments and estimates
ventures operate. We challenged these assumptions with the
and judgments involved, we consider impairment evaluation of
assistance of our valuations team;
investments in unlisted subsidiaries and joint ventures to be a key
audit matter. • Comparing the carrying amount of investments with
recoverable amount based on discounted cash flow analysis;

• Considering the adequacy of disclosures, in respect of the


investments in unlisted subsidiaries.

165
Litigations and claims (refer notes 2.3.4, 2.22, 19 and 45 to the Standalone Financial Statements)
The Key Audit Matter How the matter was addressed in our audit
The Company operates in various States within India, exposing Our audit procedures included:
it to a variety of different Central and State laws, regulations and
interpretations thereof. The provisions and contingent liabilities • Obtaining an understanding of actual and potential
relate to ongoing litigations and claims with various authorities. outstanding litigations and claims against the Company
Litigations and claims may arise from direct and indirect tax from the Company’s in-house Legal Counsel and other senior
proceedings, legal proceedings, including regulatory and other personnel of the Company and assessing their responses;
government/department proceedings, as well as investigations
• Assessing status of the litigations and claims based on
by authorities and commercial claims.
correspondence between the Company and the various
Resolution of litigations and claims proceedings may span over tax/legal authorities and legal opinions obtained by the
multiple years beyond March 31, 2020 due to the complexity Company;
and magnitude of the legal matters involved and may involve
• Testing completeness of litigations and claims recorded by
protracted negotiation or litigation.
verifying the Company’s legal expenses and the minutes of
The determination of a provision or contingent liability requires the board meetings;
significant judgement by the Company because of the inherent
• Assessing and challenging the Company’s estimate of the
complexity in estimating future costs. The amount recognised as
possible outcome of litigations and claims. This is based on
a provision is the best estimate of the possible expenditure. The
applicable tax laws and legal precedence by involving our
provisions and contingent liabilities are subject to changes in the
tax specialists in taxation related matters and internal legal
outcomes of litigations and claims over time as new facts emerge
counsel;
as each legal case progresses and positions taken by the Company.
• Evaluating judgements made by the Company by comparing
There is an inherent complexity and magnitude of potential
the estimates of prior year to the actual outcome;
exposures is significant across the Company. Significant judgment
is necessary to estimate the likelihood, timing and amount of the • Assessing and testing the adequacy and completeness of the
cash outflows, interpretations of the legal aspects, legislations and Company’s disclosures in respect of litigations and claims.
judgements previously made by the authorities. Accordingly, this
is identified as a key audit matter.

Information Other than the Standalone Financial Management’s and Board of Directors’
Statements and Auditors’ Report Thereon Responsibility for the Standalone Financial
The Company’s management and Board of Directors are Statements
responsible for the other information. The other information The Company’s Management and Board of Directors are
comprises the information included in the Company’s annual responsible for the matters stated in Section 134(5) of the Act
report, but does not include the Financial Statements and our with respect to the preparation of these Standalone Financial
auditors’ report thereon. Statements that give a true and fair view of the state of affairs,
profit/loss and other comprehensive income, changes in
Our opinion on the Standalone Financial Statements does not equity and cash flows of the Company in accordance with the
cover the other information and we do not express any form of accounting principles generally accepted in India, including the
assurance conclusion thereon. Indian Accounting Standards (Ind AS) specified under Section
133 of the Act. This responsibility also includes maintenance of
In connection with our audit of the Standalone Financial Statements,
adequate accounting records in accordance with the provisions
our responsibility is to read the other information and, in doing so,
of the Act for safeguarding of the assets of the Company and for
consider whether the other information is materially inconsistent
preventing and detecting frauds and other irregularities; selection
with the Standalone Financial Statements or our knowledge
and application of appropriate accounting policies; making
obtained in the audit or otherwise appears to be materially
judgments and estimates that are reasonable and prudent; and
misstated. If, based on the work we have performed, we conclude
design, implementation and maintenance of adequate internal
that there is a material misstatement of this other information, we
financial controls that were operating effectively for ensuring the
are required to report that fact. We have nothing to report in this
accuracy and completeness of the accounting records, relevant
regard.

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to the preparation and presentation of the Standalone Financial disclosures in the Standalone Financial Statements made by
Statements that give a true and fair view and are free from material the Management and Board of Directors.
misstatement, whether due to fraud or error.
• Conclude on the appropriateness of the Management’s
In preparing the Standalone Financial Statements, management and Board of Directors use of the going concern basis of
and Board of Directors are responsible for assessing the Company’s accounting and, based on the audit evidence obtained,
ability to continue as a going concern, disclosing, as applicable, whether a material uncertainty exists related to events or
matters related to going concern and using the going concern conditions that may cast significant doubt on the Company’s
basis of accounting unless management either intends to liquidate ability to continue as a going concern. If we conclude
the Company or to cease operations, or has no realistic alternative that a material uncertainty exists, we are required to draw
but to do so. attention in our auditor’s report to the related disclosures in
the Standalone Financial Statements or, if such disclosures
The Board of Directors is also responsible for overseeing the are inadequate, to modify our opinion. Our conclusions are
Company’s financial reporting process. based on the audit evidence obtained up to the date of our
auditor’s report. However, future events or conditions may
Auditor’s Responsibilities for the Audit of the cause the Company to cease to continue as a going concern.
Standalone Financial Statements
• Evaluate the overall presentation, structure and content of the
Our objectives are to obtain reasonable assurance about whether
Standalone Financial Statements, including the disclosures,
the Standalone Financial Statements as a whole are free from
and whether the Standalone Financial Statements represent
material misstatement, whether due to fraud or error, and to
the underlying transactions and events in a manner that
issue an auditor’s report that includes our opinion. Reasonable
achieves fair presentation.
assurance is a high level of assurance, but is not a guarantee that
an audit conducted in accordance with SAs will always detect a We communicate with those charged with governance regarding,
material misstatement when it exists. Misstatements can arise among other matters, the planned scope and timing of the audit
from fraud or error and are considered material if, individually or and significant audit findings, including any significant deficiencies
in the aggregate, they could reasonably be expected to influence in internal control that we identify during our audit.
the economic decisions of users taken on the basis of these
Standalone Financial Statements. We also provide those charged with governance with a statement
that we have complied with relevant ethical requirements regarding
As part of an audit in accordance with SAs, we exercise professional independence, and to communicate with them all relationships
judgment and maintain professional skepticism throughout the and other matters that may reasonably be thought to bear on our
audit. We also: independence, and where applicable, related safeguards.
• Identify and assess the risks of material misstatement of the
Standalone Financial Statements, whether due to fraud or From the matters communicated with those charged with
error, design and perform audit procedures responsive to governance, we determine those matters that were of most
those risks, and obtain audit evidence that is sufficient and significance in the audit of the Standalone Financial Statements
appropriate to provide a basis for our opinion. The risk of not of the current period and are therefore the key audit matters.
detecting a material misstatement resulting from fraud is We describe these matters in our auditors’ report unless law or
higher than for one resulting from error, as fraud may involve regulation precludes public disclosure about the matter or when,
collusion, forgery, intentional omissions, misrepresentations, in extremely rare circumstances, we determine that a matter
or the override of internal control. should not be communicated in our report because the adverse
consequences of doing so would reasonably be expected to
• Obtain an understanding of internal control relevant to the outweigh the public interest benefits of such communication.
audit in order to design audit procedures that are appropriate
in the circumstances. Under Section 143(3)(i) of the Act, we Report on Other Legal and Regulatory
are also responsible for expressing our opinion on whether Requirements
the Company has adequate internal financial controls with
As required by the Companies (Auditors’ Report) Order, 2016 (“the
reference to Standalone Financial Statements in place and
Order”) issued by the Central Government in terms of Section 143
the operating effectiveness of such controls.
(11) of the Act, we give in the “Annexure A” a statement on the
• Evaluate the appropriateness of accounting policies used matters specified in paragraphs 3 and 4 of the Order, to the extent
and the reasonableness of accounting estimates and related applicable.

167
(A) As required by Section 143(3) of the Act, we report that: in its Standalone Financial Statements - Refer Notes 19
a) We have sought and obtained all the information and and 45 to the Standalone Financial Statements;
explanations which to the best of our knowledge and ii. The Company did not have any long-term contracts
belief were necessary for the purposes of our audit. including derivative contracts for which there were any
b) In our opinion, proper books of account as required by material foreseeable losses.
law have been kept by the Company so far as it appears iii. There has been no delay in transferring amounts,
from our examination of those books. required to be transferred, to the Investor Education
and Protection Fund by the Company, except for
c) The Standalone Balance Sheet, the Standalone
` 0.57 crores, wherein legal disputes with regard to
Statement of Profit and Loss (including other
ownership have remained unresolved.
comprehensive income), the Standalone Statement
of Changes in Equity and the Standalone Statement of iv. The disclosures in the Standalone Financial Statements
Cash Flows dealt with by this Report are in agreement regarding holdings as well as dealings in specified
with the books of account. bank notes during the period from November 8, 2016
to December 30, 2016 have not been made in these
d) In our opinion, the aforesaid Standalone Financial
Financial Statements since they do not pertain to the
Statements comply with the Ind AS specified under
financial year ended March 31, 2020.
Section 133 of the Act.
e) On the basis of the written representations received (C) With respect to the matter to be included in the Auditors’
from the directors as on March 31, 2020 taken on Report under Section 197(16) of the Act:
record by the Board of Directors, none of the directors is In our opinion and according to the information and
disqualified as on March 31, 2020 from being appointed explanations given to us, the remuneration paid by the
as a director in terms of Section 164(2) of the Act. Company to its directors during the current year is in
f ) With respect to the adequacy of the internal financial accordance with the provisions of Section 197 of the Act.
controls with reference to Standalone Financial The remuneration paid to any director is not in excess
Statements of the Company and the operating of the limit laid down under Section 197 of the Act. The
effectiveness of such controls, refer to our separate Ministry of Corporate Affairs has not prescribed other details
Report in “Annexure B”. under Section 197(16) of the Act which are required to be
commented upon by us.
(B) With respect to the other matters to be included in the For B S R & Co. LLP
Auditors’ Report in accordance with Rule 11 of the Companies Chartered Accountants
(Audit and Auditors) Rules, 2014, in our opinion and to the Firm’s Registration No: 101248W/ W-100022
best of our information and according to the explanations
given to us: Vijay Mathur
Partner
i. The Company has disclosed the impact of pending
Mumbai Membership No: 046476
litigations as at March 31, 2020 on its financial position
May 15, 2020 UDIN : 20046476AAAABR1367

168 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

Annexure A to the Independent Auditors’ Report –


March 31, 2020
With reference to the Annexure A referred to in the Independent (iii) According to the information and explanations given to
Auditors’ Report to the members of the Company on the us, the Company has not granted any loans, secured or
Standalone Financial Statements for the year ended March 31, unsecured, to companies, firms, limited liability partnerships
2020, we report the following: or other parties covered in the register maintained under
(i) (a) The Company has maintained proper records showing Section 189 of the Companies Act, 2013 (‘the Act’).
full particulars, including quantitative details and Accordingly, paragraphs 3 (iii) (a), (b) and (c) of the Order are
situation of property, plant and equipment and not applicable to the Company.
investment properties. (iv) In our opinion and according to the information and
explanations given to us, the Company has complied with
(b) The Company has a programme of physical verification
the provisions of Sections 185 and 186 of the Companies Act,
of its property, plant and equipment and investment
2013 in respect of grant of loans, making investments and
properties by which the property, plant and
providing guarantees and securities, as applicable.
equipment and investment properties are verified by
the management according to a phased programme (v) In our opinion, and according to the information and
designed to cover all the items over a period of three explanations given to us, the Company has not accepted
years. In our opinion, this periodicity of physical deposits as per the directives issued by the Reserve Bank
verification is reasonable having regard to the size of of India and the provisions of Sections 73 to 76 or any
the Company and the nature of its assets. In accordance other relevant provisions of the Act and the rules framed
with the policy, the Company has physically verified thereunder. Accordingly, paragraph 3 (v) of the Order is not
certain property, plant and equipment and investment applicable to the Company.
properties during the year and we are informed that
(vi) We have broadly reviewed the books of account maintained
the discrepancies were not material and have been
by the Company pursuant to the rules prescribed by the
properly dealt with in the books of account.
Central Government for the maintenance of cost records
(c) According to the information and explanations given to under Section 148(1) of the Act for soda ash, caustic soda lye,
us and on the basis of our examination of the records of sodium bicarbonate, clinker, cement and liquid bromine, and
the Company, the title deeds of immovable properties are of the opinion that prima facie, the prescribed accounts
of land and buildings as disclosed in Note 4 and Note and records have been made and maintained. However, we
5 to the Standalone Financial Statements, are held in have not made a detailed examination of the cost records with
the name of the Company, except for freehold land in a view to determine whether they are accurate or complete.
Mambattu, Nellore admeasuring 1,62,095.63 sq. meters (vii) (a) According to the information and explanations given
and amounting to ` 15.05 crore, where the Company is to us and on the basis of our examination of the records
in the process of entering into a Land Sale Agreement of the Company, amounts deducted/accrued in the
with the Government of Andhra Pradesh. books of account in respect of undisputed statutory
dues including Provident fund, Profession tax, Income-
(ii) The inventory, except for goods-in-transit and stocks
tax, Duty of customs, Employees’ State Insurance, Goods
lying with third parties, has been physically verified by the
and Service tax, Cess and other material statutory dues
management during the year. In our opinion, the frequency
have been regularly deposited during the year with the
of such verification is reasonable. In respect of stocks lying
appropriate authorities.
with third parties at the year-end, written confirmations have
been obtained. The discrepancies noticed on verification According to the information and explanations given
between the physical stocks and the book records were not to us, there are no dues in respect of Sales-tax, Value
material and have been properly dealt with in the books of added tax, Duty of excise and Service tax payable by
account. the Company.

169
According to the information and explanations given to us, no undisputed amounts payable in respect of Provident fund,
Profession tax, Income-tax, Employees’ State Insurance, Duty of customs, Goods and Service tax, Cess and other material
statutory dues were in arrears as at March 31, 2020 for a period of more than six months from the date they became payable.

(b) According to the information and explanations given to us, there are no dues of Income-tax, Sales tax, Service tax, Duty of
customs, Duty of excise, Goods and Service tax and Value added tax as at March 31, 2020, which have not been deposited with
the appropriate authorities on account of any dispute, except as stated below:
Sr Amounts* Period to which the Forum where Dispute
Name of Statute Nature of Dues
No (` In crore) amount relates is pending
1 Customs Act, 1962 Custom Duty 23.53 2012-13,2015-16 Tribunal (CESTAT)
0.35 1987-88, 1992-93, 2001- Appellate Authority upto
02, 2011-12, 2012-13 Commissioner’s level
2 Central Excise Act, 1944 Excise Duty 50.31 2005-06 High Court
45.96 2008-09, 2014-15, Tribunal (CESTAT)
2015-16
3 Central Sales Tax, 1956 and Sales Tax 32.61 2006-10, 2009-10, 2012- High Court
Sales Tax Act of Various state (Central and 13, 2015-16
State) and Value 3.81 2004-06, 2007-08, 2009- Tribunal (CESTAT)
Added Tax 10, 2011-14, 2016-17
12.03 1997 to 2017 Appellate Authority upto
Commissioner’s level
4 The West Bengal tax on entry Entry Tax 111.78 2012-13 to 2015-16 High Court
of Goods into Local Areas Act,
2012
5 The Finance Act 1994 (Service Service Tax 11.67 2010-11, 2011-12 Tribunal (CESTAT)
Tax)
6 Income Tax Act, 1961 Income Tax 10.87 AY 2012-13 Commissioner of
Income Tax (Appeals)
8.22 AY 2014-15 Tribunal (ITAT)
94.56 AY 2015-16 Tribunal (ITAT)
15.55 AY 2016-17 Commissioner of
Income Tax (Appeals)
* net of amounts paid under protest.

(viii) In our opinion and according to the information and (xi) According to the information and explanations given to
explanations given to us, the Company has not defaulted us and based on our examination of the records of the
in repayment of loans or borrowings to banks and dues Company, the Company has paid/provided for managerial
to debenture holders. The Company does not have any remuneration in accordance with the requisite approvals
outstanding dues to financial institutions and Government. mandated by the provisions of Section 197 read with
Schedule V to the Act.
(ix) According to the information and explanations given to us and
based on our examination of the records of the Company, the (xii) In our opinion and according to the information and
Company has not raised any moneys by way of initial public explanations given to us, the Company is not a Nidhi
offer or further public offer (including debt instruments) and company. Accordingly, paragraph 3 (xii) of the Order is not
has not obtained any term loans during the year. Accordingly, applicable to the Company.
paragraph 3 (ix) of the Order is not applicable to the Company.
(xiii) According to the information and explanations given to us
(x) According to the information and explanations given to us
and based on our examination of the records of the Company,
by the management, we report that no material fraud by the
transactions with the related parties are in compliance with
Company or on the Company by its officers and employees
Sections 177 and 188 of the Act where applicable and details
has been noticed or reported during the year.

170 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

of such transactions have been disclosed in the Standalone (xvi) In our opinion and according to the information and
Financial Statements as required by applicable Ind AS. explanations given to us, the Company is not required to be
registered under Section 45-IA of the Reserve Bank of India
(xiv) According to the information and explanations given to us
Act, 1934. Accordingly, paragraph 3 (xvi) of the Order is not
and based on our examination of the records of the Company,
applicable to the Company.
the Company has not made any preferential allotment or
private placement of shares or fully or partly convertible
debentures during the year. Accordingly, paragraph 3 (xiv) of For B S R & Co. LLP
the Order is not applicable to the Company. Chartered Accountants
Firm’s Registration No: 101248W/ W-100022
(xv) According to the information and explanations given to
us and based on our examination of the records of the
Company, the Company has not entered into any non-cash Vijay Mathur
transactions with directors or persons connected with them. Partner
Accordingly, paragraph 3 (xv) of the Order is not applicable to Mumbai Membership No: 046476
the Company. May 15, 2020 UDIN : 20046476AAAABR1367

171
Annexure B to the Independent Auditors’ report on
the Standalone Financial Statements of Tata Chemicals
Limited for the year ended March 31, 2020
Report on the Internal Financial Controls with Auditors’ Responsibility
reference to the Aforesaid Standalone Financial Our responsibility is to express an opinion on the Company’s
Statements under Clause (i) of Sub-Section 3 of internal financial controls with reference to Standalone Financial
Section 143 of the Companies Act, 2013 Statements based on our audit. We conducted our audit in
(Referred to in paragraph 1(A) (f ) under ‘Report on Other Legal and accordance with the Guidance Note and the Standards on
Regulatory Requirements’ section of our report of even date) Auditing, prescribed under Section 143(10) of the Act, to the
extent applicable to an audit of internal financial controls with
Opinion reference to Standalone Financial Statements. Those Standards
We have audited the internal financial controls with reference to and the Guidance Note require that we comply with ethical
Standalone Financial Statements of Tata Chemicals Limited (“the requirements and plan and perform the audit to obtain reasonable
Company”) as of March 31, 2020 in conjunction with our audit of assurance about whether adequate internal financial controls with
the Standalone Financial Statements of the Company for the year reference to Standalone Financial Statements were established
ended on that date. and maintained and whether such controls operated effectively in
all material respects.
In our opinion, the Company has, in all material respects, adequate
internal financial controls with reference to Standalone Financial Our audit involves performing procedures to obtain audit evidence
Statements and such internal financial controls were operating about the adequacy of the internal financial controls with reference
effectively as at March 31, 2020, based on the internal financial to Standalone Financial Statements and their operating effectiveness.
controls with reference to Standalone Financial Statements Our audit of internal financial controls with reference to Standalone
criteria established by the Company considering the essential Financial Statements included obtaining an understanding of
components of internal control stated in the Guidance Note on such internal financial controls, assessing the risk that a material
Audit of Internal Financial Controls Over Financial Reporting issued weakness exists, and testing and evaluating the design and
by the Institute of Chartered Accountants of India (the “Guidance operating effectiveness of internal control based on the assessed
Note”). risk. The procedures selected depend on the auditor’s judgment,
including the assessment of the risks of material misstatement of
Management’s Responsibility for Internal the Standalone Financial Statements, whether due to fraud or error.
Financial Controls
The Company’s management and the Board of Directors are We believe that the audit evidence we have obtained is sufficient
responsible for establishing and maintaining internal financial and appropriate to provide a basis for our audit opinion on the
controls based on the internal financial controls with reference Company’s internal financial controls with reference to Standalone
to Standalone Financial Statements criteria established by the Financial Statements.
Company considering the essential components of internal
control stated in the Guidance Note. These responsibilities include Meaning of Internal Financial Controls with
the design, implementation and maintenance of adequate internal Reference to Standalone Financial Statements
financial controls that were operating effectively for ensuring the A company’s internal financial controls with reference to
orderly and efficient conduct of its business, including adherence Standalone Financial Statements is a process designed to provide
to Company’s policies, the safeguarding of its assets, the prevention reasonable assurance regarding the reliability of financial reporting
and detection of frauds and errors, the accuracy and completeness and the preparation of Standalone Financial Statements for external
of the accounting records, and the timely preparation of reliable purposes in accordance with generally accepted accounting
financial information, as required under the Companies Act, 2013 principles. A company’s internal financial controls with reference
(hereinafter referred to as “the Act”). to Standalone Financial Statements include those policies and

172 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

procedures that (1) pertain to the maintenance of records that, in the possibility of collusion or improper management override of
reasonable detail, accurately and fairly reflect the transactions and controls, material misstatements due to error or fraud may occur
dispositions of the assets of the company; (2) provide reasonable and not be detected. Also, projections of any evaluation of the
assurance that transactions are recorded as necessary to permit internal financial controls with reference to Standalone Financial
preparation of Standalone Financial Statements in accordance with Statements to future periods are subject to the risk that the
generally accepted accounting principles, and that receipts and internal financial controls with reference to Standalone Financial
expenditures of the company are being made only in accordance Statements may become inadequate because of changes in
with authorizations of management and directors of the company; conditions, or that the degree of compliance with the policies or
and (3) provide reasonable assurance regarding prevention or procedures may deteriorate.
timely detection of unauthorized acquisition, use, or disposition
of the company’s assets that could have a material effect on the For B S R & Co. LLP
Standalone Financial Statements. Chartered Accountants
Firm’s Registration No: 101248W/ W-100022
Inherent Limitations of Internal Financial
Controls with Reference to Standalone Financial Vijay Mathur
Statements Partner
Because of the inherent limitations of internal financial controls Mumbai Membership No: 046476
with reference to Standalone Financial Statements, including May 15, 2020 UDIN : 20046476AAAABR1367

173
Standalone Balance Sheet as at March 31, 2020 ` in crore
As at As at
Note March 31, 2020 March 31, 2019
(Restated)
I. ASSETS
(1) Non-current assets
(a) Property, plant and equipment 4 2,156.39 1,518.14
(b) Capital work-in-progress 402.13 527.16
(c) Investment property 5 21.11 21.72
(d) Right of use assets 6 23.04 -
(e) Goodwill 45.53 48.00
(f ) Other intangible assets 7 7.22 6.77
(g) Intangible assets under development 0.27 0.16
(h) Financial assets
(i) Investments in subsidiaries and joint ventures 8(a) 4,758.06 4,758.06
(ii) Other investments 8(b) 1,904.23 2,461.55
(iii) Loans 9 0.92 1.13
(iv) Other financial assets 10 0.26 0.26
(i) Advance tax assets (net) 23 588.94 521.44
(j) Other non-current assets 11 184.23 167.21
Total non-current assets 10,092.33 10,031.60
(2) Current assets
(a) Inventories 12 701.17 627.68
(b) Financial assets
(i) Investments 8(c) 1,301.33 2,146.26
(ii) Trade receivables 13 139.84 184.84
(iii) Cash and cash equivalents 14 83.72 1,049.75
(iv) Bank balances other than (iii) above 14 795.86 56.46
(v) Loans 9 0.23 0.40
(vi) Other financial assets 10 137.31 334.32
(c) Other current assets 11 207.41 135.38
Total current assets 3,366.87 4,535.09
Total assets 13,459.20 14,566.69
II. EQUITY AND LIABILITIES
Equity
(a) Equity share capital 15 254.82 254.82
(b) Other equity 16 11,722.50 12,110.15
Total equity 11,977.32 12,364.97
Liabilities
(1) Non-current liabilities
(a) Financial liabilities
(i) Lease liabilities 37 10.41 13.46
(ii) Other financial liabilities 18 0.17 0.24
(b) Provisions 19 163.37 103.11
(c) Deferred tax liabilities (net) 20 59.55 189.79
(d) Other non-current liabilities 21 10.50 10.50
Total non-current liabilities 244.00 317.10
(2) Current liabilities
(a) Financial liabilities
(i) Borrowings 17 - 0.99
(ii) Trade payables 22
- Outstanding dues of micro enterprises and small enterprises 3.83 18.04
- Outstanding dues of creditors other than above 571.16 550.57
(iii) Other financial liabilities 18 187.04 933.98
(b) Other current liabilities 21 110.19 53.84
(c) Provisions 19 199.64 203.08
(d) Current tax liabilities (net) 24 166.02 124.12
Total current liabilities 1,237.88 1,884.62
Total liabilities 1,481.88 2,201.72
Total equity and liabilities 13,459.20 14,566.69
Notes forming part of the Standalone Financial Statements 1-46
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary

174 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

Standalone Statement of Profit and Loss for the year ended March 31, 2020
` in crore
Year ended Year ended
Note March 31, 2020 March 31, 2019
(Restated)

I. Revenue from operations 25 2,920.29 3,121.25


II. Other income 26 309.15 400.32
III. Total income (I+II) 3,229.44 3,521.57
IV. Expenses
a) Cost of materials consumed 541.90 566.77
b) Purchases of stock-in-trade 94.41 101.97
c) Changes in inventories of finished goods, work-in-progress and stock-in-trade 27 (76.41) 75.50
d) Employee benefits expense 28 250.28 226.85
e) Finance costs 29 43.37 86.14
f ) Depreciation and amortisation expense 30 149.50 140.34
g) Other expenses 31 1,392.07 1,463.52
Total expenses (a to g) 2,395.12 2,661.09
V. Profit before tax ( III - IV ) 834.32 860.48
VI. Tax expense
(a) Current tax 33 194.37 244.73
(b) Deferred tax 33 (31.87) (15.06)
Total tax expense (VI (a) + VI (b)) 162.50 229.67
VII. Profit for the year from continuing operations ( V-VI) 671.82 630.81
VIII. Profit before tax from discontinued operations 34 - 293.18
IX. Exceptional gain from discontinued operations (net) 34 6,128.08 -
X. Tax expense of discontinued operations 34 (40.32) 69.15
XI. Profit for the year from discontinued operations ( VIII+IX-X) 6,168.40 224.03
XII. Profit for the year (VII+XI) 6,840.22 854.84
XIII. Other comprehensive income (net of tax) ("OCI")
(A) Items that will not be reclassified to the Standalone Statement of Profit and Loss
- Changes in fair value of investments in equities carried at fair value through OCI (557.31) 268.59
- Remeasurement of defined employee benefit plans (note 38) (50.55) (2.97)
(B) Income tax relating to items that will not be reclassified to the Standalone Statement of (65.42) 32.63
Profit and Loss
Total other comprehensive income (net of tax) (A-B) (542.44) 232.99
XIV. Total comprehensive income for the year (XII + XIII) 6,297.78 1,087.83
XV. Earnings per share for continuing operations (in `)
- Basic and Diluted 35 26.37 24.76
XVI. Earnings per share for discontinued operations (in `)
- Basic and Diluted 35 242.13 8.79
XVII. Earnings per share (for continuing and discontinued operations) (in `)
- Basic and Diluted 35 268.50 33.56
Notes forming part of the Standalone Financial Statements 1-46
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary

175
Standalone Statement of Changes in Equity for the year ended March 31, 2020
a Equity share capital (note 15)
` in crore
Balance as at March 31, 2020 254.82
Balance as at March 31, 2019 254.82

b Other equity (note 16) ` in crore


Reserves and surplus Items of other
Capital reserve comprehensive income
Capital Debenture
and other Securities General Retained Equity instruments Total
redemption redemption
reserves from premium reserve earnings * through other

176 I Integrated Annual Report 2019-20


reserve reserve
amalgamation comprehensive income
Balance as at April 1, 2018 21.11 1,258.21 0.10 240.00 1,171.94 6,435.12 1,942.84 11,069.32
Changes on account of merger (note 36) 1,501.63 - - - - (877.97) - 623.66
Restated balance as at April 1, 2018 1,522.74 1,258.21 0.10 240.00 1,171.94 5,557.15 1,942.84 11,692.98
Profit for the year - - - - - 854.84 - 854.84
Other comprehensive income (net of tax) - - - - - (1.93) 234.92 232.99
Total Comprehensive Income for the year - - - - - 852.91 234.92 1,087.83
Dividends including tax on dividend - - - - - (670.66) - (670.66)
Transfer to retained earnings - sale of non-current - - - - - 2.98 (2.98) -
investment
Balance as at March 31, 2019 1,522.74 1,258.21 0.10 240.00 1,171.94 5,742.38 2,174.78 12,110.15
Transition impact of Ind AS 116 (note 37) - - - - - (0.21) - (0.21)
Restated balance as at April 1, 2019 1,522.74 1,258.21 0.10 240.00 1,171.94 5,742.17 2,174.78 12,109.94
Profit for the year - - - - - 6,840.22 - 6,840.22
Other comprehensive income (net of tax) - - - - - (37.59) (504.85) (542.44)
Total Comprehensive Income for the year 1,522.74 1,258.21 0.10 240.00 1,171.94 12,544.80 1,669.93 18,407.72
Dividends including tax on dividend - - - - - (378.90) - (378.90)
Deemed dividend on demerger (note 34) - - - - - (6,307.97) - (6,307.97)
Refund of tax on dividend - - - - - 1.65 - 1.65
Transferred from Debenture redemption reserve - - - (240.00) 240.00 - - -
Balance as at March 31, 2020 1,522.74 1,258.21 0.10 - 1,411.94 5,859.58 1,669.93 11,722.50
* including remeasurement of defined employee benefit plans
Notes forming part of the Standalone Financial Statements - (note 1-46)
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary
Integrated Report Statutory Reports Financial Statements
Standalone

Standalone Statement of Cash Flows for the year ended March 31, 2020
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
A Cash flows from operating activities
Profit before tax from continuing operations 834.32 860.48
Profit before tax from discontinued operations 6,128.08 293.18
6,962.40 1,153.66
Adjustments for :
Depreciation and amortisation expense 149.50 143.23
Finance costs 43.37 97.72
Interest income (40.99) (67.45)
Dividend income (123.22) (104.76)
Gain on demerger of discontinued operation (net) (note 34) (6,220.15) -
Net gain on sale of current investments (121.27) (187.15)
Provision for employee benefits expense 28.39 (10.48)
Provision for doubtful debts, advances and other receivables/bad debts written off (net) 9.40 7.65
Provision for contingencies (net) (5.33) 9.40
Provision for exceptional items (note 34) 92.07 -
Foreign exchange gain (net) (2.74) (2.82)
(Profit)/ loss on assets sold or discarded (net) (8.34) 2.68
Operating profit before working capital changes 763.09 1,041.68
Adjustments for :
Trade receivables, other financial assets and other assets (129.52) 401.20
Inventories (73.49) (325.31)
Trade payables, other financial liabilities and other liabilities 85.56 107.11
Cash generated from operations 645.64 1,224.68
Taxes paid (net of refund) (218.27) (412.58)
Net cash generated from operating activities 427.37 812.10
B Cash flows from investing activities
Acquisition of property, plant and equipment (including capital work-in-progress) (698.29) (588.35)
Acquisition of intangible assets (including intangible asset under development) (3.02) (0.82)
Proceeds from sale of property, plant and equipment 11.88 4.40
Proceeds from sale of other non-current investments - 3.48
Proceeds from sale of current investments 8,330.19 15,094.45
Purchase of current investments (7,354.00) (17,053.56)
Investment in subsidiary - (2.50)
Bank balances not considered as cash and cash equivalents (737.41) 412.25
Payment on acquisition of business - (116.82)
(Payment on)/proceeds from sale of discontinued operations (net) (note 34) (8.00) 565.08
Interest received 42.79 73.45
Dividend received
- From subsidiaries 25.93 25.92
- From joint venture 72.24 58.43
- From others 25.05 20.41
Net cash used in investing activities (292.64) (1,504.18)

177
Standalone Statement of Cash Flows for the year ended March 31, 2020
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
C Cash flows from financing activities
Proceeds from borrowings - 0.54
Repayment of borrowings (640.16) (773.38)
Repayment towards lease liabilities (8.43) (4.77)
Finance costs paid (73.48) (119.76)
Bank balances in dividend and restricted account (1.99) (3.08)
Dividends paid including distribution tax (377.26) (667.58)
Net cash used in financing activities (1,101.32) (1,568.03)
Net decrease in cash and cash equivalents (966.59) (2,260.11)
Cash and cash equivalents as at April 1 1,049.75 3,303.29
Cash and cash equivalents on account of merger (note 36) - 5.21
Exchange difference on translation of foreign currency cash and cash equivalents 0.56 0.32
Movement in cash and cash equivalents pertaining to discontinued operations (note 34) - 1.04
Cash and cash equivalents as at March 31 (note 14) 83.72 1,049.75
Footnote:
Reconciliation of borrowings and lease liabilities
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
Lease liabilities (note 37) 10.41 13.46
Current borrowings (note 17) - 0.99
Current maturities of non-current borrowings (note18) - 688.09
Current maturities of lease liabilities (note 18 and 37) 4.35 5.38
Assets held to hedge non-current borrowings (net) (note 40(a)) - (39.56)
14.76 668.36
Proceeds from borrowings - 0.54
Repayment of borrowings of continuing operations (640.16) (463.30)
Repayment of borrowings of discontinued operation - (310.08)
Repayment towards lease liabilities (8.43) (4.77)
Realised foreign exchange loss due to financing activities (net) (48.92) -
Transition impact of Ind AS 116 (note 37) 4.35 -
Fair value changes (net) 39.56 (26.68)
Unrealised foreign exchange gain/(loss) (net) - 78.32
Movement of borrowings (net) (653.60) (725.97)
Notes forming part of the Standalone Financial Statements 1-46
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary

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Notes forming part of the Standalone Financial Statements


1. Corporate information products business (note 34) and merger of Bio
Tata Chemicals Limited (the ‘Company’) is a public limited Energy Venture-1 (Mauritius) Pvt. Ltd. (note 36).
company domiciled in India. Its shares are listed on two
2.3 
Critical accounting estimates, assumptions
stock exchanges in India; the Bombay Stock Exchange (‘BSE’)
and judgements
and the National Stock Exchange (‘NSE’). The Company is
a diversified business dealing in basic chemistry products The preparation of the Standalone Financial
and specialty products. The Company has a global presence Statements requires management to make
with key subsidiaries in United States of America (‘USA’), estimates, assumptions and judgments that affect
United Kingdom (‘UK’) and Kenya that are engaged in the the reported balances of assets and liabilities
manufacture and sale of soda ash, industrial salt and related and disclosures as at the date of the Standalone
products. During the year, the Company has demerged Financial Statements and the reported amounts of
consumer products business as per Scheme of Arrangement income and expense for the periods presented.
amongst Tata Consumer Products Limited (formerly Tata The estimates and associated assumptions are
Global Beverages Limited) (“TCPL”) and the Company and based on historical experience and other factors
their respective shareholders and creditors (note 34). that are considered to be relevant. Actual results
may differ from these estimates considering
2. 
Summary of basis of compliance, basis different assumptions and conditions.
of preparation and presentation, critical
accounting estimates, assumptions and Estimates and underlying assumptions are
judgements and significant accounting reviewed on an ongoing basis. Revisions to
policies accounting estimates are recognised in the period
2.1. Basis of compliance in which the estimates are revised and future
periods are affected.
The Standalone Financial Statements comply,
in all material aspects, with Indian Accounting The estimates and assumptions that have a
Standards (‘Ind AS’) notified under Section 133 of significant risk of causing a material adjustment to
the Companies Act, 2013 (‘the Act’) read with Rule the carrying values of assets and liabilities within
3 of the Companies (Indian Accounting Standards) the next financial year are discussed below.
Rules, 2015 and other relevant provisions of the Act.
2.3.1 Deferred income tax assets and liabilities
2.2. Basis of preparation and presentation Significant management judgment is required to
The Standalone Financial Statements have been determine the amount of deferred tax assets that
prepared on the historical cost basis, except for can be recognised, based upon the likely timing
certain financial instruments and defined benefit and the level of future taxable profits.
plans which are measured at fair value at the end
The amount of total deferred tax assets could
of each reporting period. Historical cost is generally
change if management estimates of projected
based on the fair value of the consideration given
future taxable income or if tax regulations undergo
in exchange for goods and services. Fair value is the
a change.
price that would be received to sell an asset or paid
to transfer a liability in an orderly transaction between
2.3.2 Useful lives of property, plant and equipment
market participants at the measurement date.
(‘PPE’) and intangible assets
All assets and liabilities have been classified as Management reviews the estimated useful lives
current or non-current as per the Company’s and residual value of PPE and Intangibles at the end
normal operating cycle and other criteria set out of each reporting period. Factors such as changes
in the Schedule III to the Act. in the expected level of usage, technological
developments and product life-cycle, could
Figures for the year ended 31 March, 2019 have significantly impact the economic useful lives and
been restated on account of demerger of consumer the residual values of these assets. Consequently,

179
the future depreciation charge could be revised and On initial recognition, all foreign currency
may have an impact on the profit of the future years. transactions are recorded at exchange rates
prevailing on the date of the transaction.
2.3.3 Employee benefit obligations Monetary assets and liabilities, denominated in a
Employee benefit obligations are determined foreign currency, are translated at the exchange
using actuarial valuations. An actuarial valuation rate prevailing on the Balance Sheet date and the
involves making various assumptions that may resultant exchange gains or losses are recognised
differ from actual developments. These include in the Standalone Statement of Profit and Loss.
the estimation of the appropriate discount rate,
future salary increases and mortality rates. Due 2.5 Property, plant and equipment
to the complexities involved in the valuation An item of property, plant and equipment (‘PPE’)
and its long-term nature, the employee benefit is recognised as an asset if it is probable that the
obligation is highly sensitive to changes in these future economic benefits associated with the
assumptions. All assumptions are reviewed at each item will flow to the Company and its cost can be
reporting date. measured reliably. These recognition principles are
applied to the costs incurred initially to acquire
2.3.4 Provisions and contingencies an item of PPE, to the pre-operative and trial run
From time to time, the Company is subject to costs incurred (net of sales), if any and also to the
legal proceedings, the ultimate outcome of costs incurred subsequently to add to, replace part
each being subject to uncertainties inherent of, or service it and subsequently carried at cost
in litigations. A provision for litigation is made less accumulated depreciation and accumulated
when it is considered probable that a payment impairment losses, if any. 
will be made and the amount can be reasonably
estimated. Significant judgement is required when The cost of PPE includes interest on borrowings
evaluating the provision including, the probability directly attributable to the acquisition, construction
of an unfavorable outcome and the ability to make or production of a qualifying asset. A qualifying asset
a reasonable estimate of the amount of potential is an asset that necessarily takes a substantial period
loss. Provisions for litigations are reviewed at each of time to be made ready for its intended use or
accounting period and revisions made for the sale. Borrowing costs and other directly attributable
changes in facts and circumstances. Contingent cost are added to the cost of those assets until such
liabilities are disclosed in the notes forming part of time as the assets are substantially ready for their
the Standalone Financial Statements. Contingent intended use, which generally coincides with the
assets are not disclosed in the Standalone Financial commissioning date of those assets.
Statements unless an inflow of economic benefits
is probable. The present value of the expected cost for the
decommissioning of an asset after its use is
2.3.5 Impairment of investment in subsidiaries and included in the cost of the respective asset if the
goodwill recognition criteria for a provision is met.
The Company reviews its carrying value of
Machinery spares that meet the definition of PPE
investment in subsidiaries and goodwill carried at
are capitalised and depreciated over the useful life
cost (net of impairment, if any) annually, or more
of the principal item of an asset.
frequently when there is indication for impairment.
If the recoverable amount is less than its carrying
All other repair and maintenance costs, including
amount, the impairment loss is accounted for in
regular servicing, are recognised in the Standalone
the Standalone Statement of Profit and Loss.
Statement of Profit and Loss as incurred. When
a replacement occurs, the carrying value of the
2.4 Foreign currency translation
replaced part is de-recognised. Where an item of
The functional currency of the Company (i.e. the property, plant and equipment comprises major
currency of the primary economic environment in components having different useful lives, these
which the Company operates) is the Indian Rupee (`). components are accounted for as separate items.

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PPE acquired and put to use for projects are Intangible assets are measured on initial
capitalised and depreciation thereon is included recognition at cost and subsequently are carried
in the project cost till the project is ready for at cost less accumulated amortisation and
commissioning. accumulated impairment losses, if any.

Depreciation methods, estimated useful lives and The intangible assets with a finite useful life
residual value are amortised using straight line method over
their estimated useful lives. The management’s

Depreciation on PPE (except leasehold estimates of the useful lives for various class of
improvements) is calculated using the straight-line Intangibles are as given below:
method to allocate their cost, net of their residual
Asset Useful life
values, over their estimated useful lives. However,
leasehold improvements are depreciated on a Computer software 5 years
straight-line method over the shorter of their Other intangible assets 4- 20 years
respective useful lives or the tenure of the lease
arrangement. Freehold land is not depreciated. The estimated useful life is reviewed annually by
the management.
Schedule II to the Act prescribes the useful lives for
various class of assets. For certain class of assets, Gains or losses arising from the retirement or
based on technical evaluation and assessment, disposal of an intangible asset are determined
Management believes that the useful lives as the difference between the net disposal
adopted by it reflect the periods over which these proceeds and the carrying amount of the asset
assets are expected to be used. Accordingly for and recognised as income or expense in the
those assets, the useful lives estimated by the Standalone Statement of Profit and Loss.
management are different from those prescribed
in the Schedule. Management’s estimates of the 2.7 Capital work-in-progress (‘CWIP’) and
useful lives for various class of PPE are as given intangible assets under development
below: Projects under commissioning and other CWIP/
Asset Useful life intangible assets under development are carried
Salt Works, Water works, Reservoirs 1-30 years at cost, comprising direct cost, related incidental
and Pans expenses and attributable borrowing cost.
Plant and Machinery 1-60 years Subsequent expenditures relating to property,
Traction Lines and Railway Sidings 15 years plant and equipment are capitalised only when it is
Factory Buildings 5-60 years probable that future economic benefit associated
Other Buildings 5-60 years with these will flow to the Company and the cost
Furniture and Fittings and Office 1-10 years of the item can be measured reliably.
Equipment (including Computers
and Data Processing Equipment) Advances given to acquire property, plant and
equipment are recorded as non-current assets and
Vehicles 4-10 years
subsequently transferred to CWIP on acquisition of
Useful lives and residual values of assets are related assets.
reviewed at the end of each reporting period.
2.8 Investment property
Losses arising from the retirement of, and gains or Investment properties are land and buildings that
losses arising from disposal/adjustments of PPE are held for long term lease rental yields and/ or
are recognised in the Standalone Statement of for capital appreciation. Investment properties are
Profit and Loss. initially recognised at cost including transaction
costs. Subsequently investment properties
2.6 Intangible assets comprising buildings are carried at cost less
Intangible assets comprise software licenses and accumulated depreciation and accumulated
rights to use railway wagon. impairment losses, if any.

181
Depreciation on buildings is provided over the 2.10 
Non-current assets held for sale and
estimated useful lives as specified in note 2.5 discontinued operations
above. The residual values, estimated useful lives Non-current assets (including disposal groups) are
and depreciation method of investment properties classified as held for sale if their carrying amount
are reviewed, and adjusted on prospective basis as will be recovered principally through a sale
appropriate, at each reporting date. The effects of any transaction rather than through continuing use
revision are included in the Standalone Statement of and a sale is considered highly probable.
Profit and Loss when the changes arise.
Non-current assets classified as held for sale are
An investment property is de-recognised when measured at lower of their carrying amount and
either the investment property has been disposed fair value less cost to sell.
of or do not meet the criteria of investment
property i.e. when the investment property is Non-current assets classified as held for sale are
permanently withdrawn from use and no future not depreciated or amortised from the date when
economic benefit is expected from its disposal. they are classified as held for sale.
The difference between the net disposal proceeds
and the carrying amount of the asset is recognised Non-current assets classified as held for sale
in the Standalone Statement of Profit and Loss in and the assets and liabilities of a disposal group
the period of de-recognition. classified as held for sale are presented separately
from the other assets and liabilities in the
2.9 Research and development expenses Standalone Balance Sheet.
Research expenses are charged to the Standalone
Statement of Profit and Loss as expenses in the A discontinued operation is a component of the
year in which they are incurred. Development entity that has been disposed off or is classified as
costs are capitalised as an intangible asset under held for sale and:
development when the following criteria are met: • represents a separate major line of business or
geographical area of operations and;
• the project is clearly defined, and the costs are
separately identified and reliably measured;
• is part of a single co-ordinated plan to dispose
• 
the technical feasibility of the project is of such a line of business or area of operations.
demonstrated;
The results of discontinued operations are
• the ability to use or sell the products created
presented separately in the Standalone Statement
during the project is demonstrated;
of Profit and Loss.
• the intention to complete the project exists
and use or sale of output manufactured during 2.11 Financial instruments
the project; 2.11.1 Investments and other financial assets:
• a potential market for the products created Classification
during the project exists or their usefulness, The Company classifies its financial assets in the
in case of internal use, is demonstrated, such following measurement categories:
that the project will generate probable future
• those to be measured subsequently at fair
economic benefits; and
value (either through OCI, or through profit or
• adequate resources are available to complete loss), and
the project.
• those measured at amortised cost.
These development costs are amortised over the • those measured at carrying cost for equity
estimated useful life of the projects or the products instruments subsidiaries and joint ventures.
they are incorporated within. The amortisation of
The classification depends on the Company’s
capitalised development costs begins as soon as
business model for managing the financial
the related product is released to production.

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assets and the contractual terms of the cash where the assets’ cash flows represent
flows. For assets measured at fair value, gains and solely payments of principal and interest,
losses will either be recorded in the Standalone are measured at FVTOCI. Movements in the
Statement of Profit and Loss or through OCI. For carrying amount are recorded through OCI,
investments in debt instruments, this will depend except for the recognition of impairment
on the business model in which the investment gains or losses, interest revenue and foreign
is held. For investments in equity instruments, exchange gains or losses which are recognised
this will depend on whether the Company has in the Standalone Statement of Profit and Loss.
made an irrevocable election at the time of initial When the financial asset is derecognised, the
recognition to account for the equity investment cumulative gain or loss previously recognised in
at fair value through OCI. OCI is reclassified from equity to the Standalone
Statement of Profit and Loss. Interest income
The Company reclassifies debt investments when from these financial assets is included in other
and only when its business model for managing income using the EIR method.
those assets changes.
• Fair value through profit or loss (‘FVTPL’)
Debt instruments Assets that do not meet the criteria for
Measurement amortised cost or FVTOCI are measured at
A financial asset or financial liability is initially FVTPL. A gain or loss on a debt investment
measured at fair value plus, for an item not at fair that is subsequently measured at FVTPL
value through profit and loss (FVTPL), transaction (unhedged) is recognised net in the
costs that are directly attributable to its acquisition Standalone Statement of Profit and Loss in
or issue. Transaction costs of financial assets carried the period in which it arises. Interest income
at fair value through profit or loss are expensed in from these financial assets is included in other
the Standalone Statement of Profit and Loss. income.

Subsequent measurement of debt instruments Equity instruments


depends on the Company’s business model The Company subsequently measures all equity
for managing the asset and the cash flow investments at fair value. Where the Company’s
characteristics of the asset. There are three management has elected to present fair value
measurement categories into which the Company gains and losses on equity investments in OCI, there
classifies its debt instruments: is no subsequent reclassification of fair value gains
and losses to the Standalone Statement of Profit
• Amortised cost and Loss. When the financial asset is derecognised,
Assets that are held for collection of contractual the cumulative gain or loss previously recognised
cash flows, where those cash flows represent in OCI is reclassified to equity. Dividends from such
solely payments of principal and interest, are investments are recognised in the Standalone
measured at amortised cost. A gain or loss Statement of Profit and Loss within other income
on a debt investment (unhedged) that is when the Company’s right to receive payments
subsequently measured at amortised cost is is established. Impairment losses (and reversal
recognised in the Standalone Statement of of impairment losses) on equity investments
Profit and Loss when the asset is derecognised measured at FVTOCI are not reported separately
or impaired. Interest income from these from other changes in fair value.
financial assets is included in other income
using the effective interest rate (‘EIR’) method. Cash and cash equivalents
The Company considers all highly liquid financial
• Fair value through other comprehensive instruments, which are readily convertible into
income (‘FVTOCI’) known amounts of cash, that are subject to an

Assets that are held for collection of contractual insignificant risk of change in value with a maturity
cash flows and for selling the financial assets, within three months or less from the date of

183
purchase, to be cash equivalents. Cash and cash financial liability and of allocating interest expense
equivalents consist of balances with banks which over the relevant period at effective interest rate.
are unrestricted for withdrawal and usage. The effective interest rate is the rate that exactly
discounts estimated future cash payments
Derecognition of financial assets through the expected life of the financial liability,
A financial asset is derecognised only when the or, where appropriate, a shorter period.
Company Changes to the carrying amount of a financial
• has transferred the rights to receive cash flows liability as a result of renegotiation or modification
from the financial asset; or of terms that do not result in derecognition of the
financial liability, is recognised in the Standalone
• retains the contractual rights to receive the
Statement of Profit and Loss.
cash flows of the financial asset, but assumes a
contractual obligation to pay the cash flows to Derecognition of financial liabilities
one or more recipients.
The Company derecognises financial liabilities
when, and only when, its obligations are
Where the Company transfers an asset, it evaluates
discharged, cancelled or they expire.
whether it has transferred substantially all risks
and rewards of ownership of the financial asset. Presentation
Where the Company has transferred substantially
Borrowings are classified as current liabilities
all risks and rewards of ownership, the financial
unless the Company has an unconditional right
asset is derecognised. Where the Company has
to defer settlement of the liability for at least 12
not transferred substantially all risks and rewards
months after the reporting period.
of ownership of the financial asset, the financial
asset is not derecognised. Where the Company Trade and other payables are presented as current
has neither transferred a financial asset nor liabilities unless payment is not due within 12
retained substantially all risks and rewards of months after the reporting period.
ownership of the financial asset, the financial asset
is derecognised if the Company has not retained 2.11.4 Derivatives and hedging activities
control of the financial asset. Where the Company In the ordinary course of business, the Company
retains control of the financial asset, the asset uses certain derivative financial instruments
is continued to be recognised to the extent of to reduce business risks which arise from its
continuing involvement in the financial asset. exposure to foreign exchange and interest
rate fluctuations associated with borrowings
2.11.2 Debt and equity instruments (cash flow hedges).  When the Company opts
Debt and equity instruments are classified as either to undertake hedge accounting, the Company
financial liabilities or as equity in accordance with documents, at the inception of the hedging
the substance of the contractual arrangement. transaction, the economic relationship between
hedging instruments and hedged items including
An equity instrument is any contract that whether the hedging instrument is expected
evidences a residual interest in the assets of an to offset changes in cash flows or fair values of
entity after deducting all of its liabilities. Equity hedged items. The Company documents its
instruments issued by the Company are recorded risk management objective and strategy for
at the proceeds received, net of direct issue costs. undertaking various hedge transactions at the
inception of each hedge relationship.
2.11.3 Financial liabilities
The Company’s financial liabilities comprise Derivatives are initially recognised at fair value on
borrowings, trade payables and other liabilities. the date the derivative contract is entered into and
These are initially measured at fair value, net of are subsequently remeasured to their fair value at
transaction costs, and are subsequently measured the end of each reporting period. The accounting
at amortised cost using the EIR method. The EIR for subsequent changes in fair value depends on
is a method of calculating the amortised cost of a whether the derivative is designated as a hedging

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instrument, and if so, the nature of the item the remaining maturity of the hedged item
being hedged and the type of hedge relationship exceeds 12 months; it is classified as a current
designated. asset or liability when the remaining maturity of
the hedged item does not exceed 12 months.
Cash flow hedges that qualify for hedge
accounting 2.11.5 Financial guarantee contracts
Financial guarantee contracts are recognised
The effective portion of changes in the fair value
as a financial liability at the time of issuance of
of derivatives that are designated and qualify
guarantee. The liability is initially measured at fair
as cash flow hedges, is recognised through OCI
value and is subsequently measured at the higher
and as cash flow hedging reserve within equity,
of the amount of loss allowance determined, or the
limited to the cumulative change in fair value of
amount initially recognised less, the cumulative
the hedged item on a present value basis from the
amount of income recognised.
inception of the hedge. The gain or loss relating to
the ineffective portion is recognised immediately 2.11.6 Offsetting of financial instruments
in the Standalone Statement of Profit and Loss.
Financial assets and financial liabilities are offset
Amounts accumulated in equity are reclassified when the Company has a legally enforceable right
to the Standalone Statement of Profit and Loss on (not contingent on future events) to off-set the
settlement. When the hedged forecast transaction recognised amounts either to settle on a net basis,
results in the recognition of a non-financial asset, or to realise the assets and settle the liabilities
the amounts accumulated in equity with respect simultaneously.
to gain or loss relating to the effective portion of
the spot component of forward contracts, both 2.11.7 Fair value of financial instruments
the deferred hedging gains and losses and the In determining the fair value of its financial
deferred aligned forward points are included instruments, the Company uses a variety of
within the initial cost of the asset. The deferred methods and assumptions that are based on
amounts are ultimately recognised in the market conditions and risks existing at each
Standalone Statement of Profit and Loss as the reporting date. The methods used to determine
hedged item affects profit or loss. fair value include discounted cash flow analysis,
available quoted market prices and dealer quotes.
When a hedging instrument expires, is sold or
All methods of assessing fair value result in general
terminated, or when a hedge no longer meets
approximation of value.
the criteria for hedge accounting, then hedge
accounting is discontinued prospectively and
2.12 Impairment
any cumulative deferred gain or loss and deferred
costs of hedging in equity at that time remains in Financial assets (other than at fair value)
equity until the forecast transaction occurs. When The Company assesses on a forward looking basis
the forecast transaction is no longer expected to the expected credit losses associated with its assets
occur, the cumulative gain or loss and deferred carried at amortised cost and debt instruments
costs of hedging that were reported in equity carried at FVTOCI. The impairment methodology
are immediately transferred to the Standalone applied depends on whether there has been a
Statement of Profit and Loss. significant increase in credit risk. In respect of trade
receivables the Company applies the simplified
Derivatives that are not designated as hedges
approach permitted by Ind AS 109 - Financial
When derivative contracts to hedge risks are Instruments, which requires expected lifetime
not designated as hedges, such contracts are losses to be recognised upon initial recognition
accounted through FVTPL. of the receivables. For all other financial assets,
expected credit losses are measured at an amount
As at the year end, there were no designated
equal to the 12-months expected credit losses or
accounting hedges.
at an amount equal to the life time expected credit
The entire fair value of a hedging derivative is losses if the credit risk on the financial asset has
classified as a Non-current asset or liability when increased significantly since initial recognition.

185
The Company reviews its carrying value of Revenue from the sale of goods is recognised at
investment in subsidiaries and goodwill carried at the point in time when control is transferred to the
cost (net of impairment, if any) annually, or more customer which is usually on dispatch / delivery of
frequently when there is indication for impairment. goods, based on contracts with the customers.
If the recoverable amount is less than its carrying
amount, the impairment loss is accounted for in Revenue is measured based on the transaction
the Standalone Statement of Profit and Loss. price, which is the consideration, adjusted for
volume discounts, price concessions, incentives,
PPE, CWIP and intangible assets and returns, if any, as specified in the contracts with
The carrying values of assets / cash generating units the customers. Revenue excludes taxes collected
(‘CGU’) at each Balance Sheet date are reviewed to from customers on behalf of the government.
determine whether there is any indication that an Accruals for discounts/incentives and returns are
asset may be impaired. If any indication of such estimated (using the most likely method) based on
impairment exists, the recoverable amount of such accumulated experience and underlying schemes
assets / CGU is estimated and in case the carrying and agreements with customers. Due to the short
amount of these assets exceeds their recoverable nature of credit period given to customers, there is
amount, an impairment loss is recognised in the no financing component in the contract.
Standalone Statement of Profit and Loss. The
recoverable amount is the higher of the net selling 2.14.2 Interest income
price and their value in use. Value in use is arrived For all debt instruments measured either at
at by discounting the future cash flows to their amortised cost or at FVTOCI, interest income is
present value based on an appropriate discount recorded using the EIR method.
factor. Assessment is also done at each Balance
Sheet date as to whether there is indication that 2.14.3 Dividend income
an impairment loss recognised for an asset in prior Dividend income is accounted for when Company’s
accounting periods no longer exists or may have right to receive the income is established.
decreased, consequent to which such reversal of
impairment loss is recognised in the Standalone 2.14.4 Insurance claims
Statement of Profit and Loss. Insurance claims are accounted for on the basis of
claims admitted / expected to be admitted and to
2.13 Inventories the extent that there is no uncertainty in receiving
Inventories are valued at lower of cost (on weighted the claims.
average basis) and net realisable value after
providing for obsolescence and other losses, where 2.15 Leases
considered necessary. Cost includes all charges in The Company has adopted Ind AS 116 effective
bringing the goods to their present location and from April 1, 2019 using modified retrospective
condition, including other levies, transit insurance approach. For the purpose of preparation of
and receiving charges. Work-in-progress and Standalone Financial Information, management
finished goods include appropriate proportion of has evaluated the impact of change in accounting
overheads and, where applicable, taxes and duties. policies required due to adoption of lnd AS 116
Net realisable value is the estimated selling price in for year ended March 31, 2020. Accordingly,
the ordinary course of business, less the estimated the Company has not restated comparative
costs of completion and the estimated costs information, instead, the cumulative effect of
necessary to make the sale. initially applying this standard has been recognised
as an adjustment to the opening balance of
2.14 Revenue recognition
retained earnings as on April 1, 2019.
2.14.1 Sale of goods
Revenue is recognised upon transfer of control of The Company assesses whether a contract
promised goods to customers in an amount that contains a lease, at inception of a contract. A
reflects the consideration which the Company contract is, or contains, a lease if the contract
expects to receive in exchange for those goods. conveys the right to control the use of an

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identified asset for a define period of time in The lease liability is measured at amortised cost
exchange for consideration. To assess whether a using the effective interest method.
contract conveys the right to control the use of an
identified assets, the Company assesses whether: The Company has elected not to recognise right
(i) the contact involves the use of an identified of use assets and lease liabilities for short-term
asset (ii) the Company has substantially all of the leases that have a lease term of 12 months or
economic benefits from use of the asset through less and leases of low-value assets. The Company
the period of the lease and (iii) the Company has recognises the lease payments associated with
the right to direct the use of the asset. these leases as an expense on a straight-line basis
over the lease term. The Company applied a single
As a lessee, The Company recognises a right discount rate to a portfolio of leases of similar
of use asset and a lease liability at the lease assets in similar economic environment with a
commencement date. The right of use asset similar end date.
is initially measured at cost, which comprises Refer note 2.15 Significant accounting policies –
the initial amount of the lease liability adjusted Leases in the Annual report of the Company for
for any lease payments made at or before the the year ended 31 March, 2019, for the policy as
commencement date, plus any initial direct costs per Ind AS 17.
incurred and an estimate of costs to dismantle
and remove the underlying asset or to restore the 2.16 Employee benefits plans
underlying asset or the site on which it is located,
Employee benefits consist of provident fund,
less any lease incentives received.
superannuation fund, gratuity fund, compensated
absences, long service awards, post-retirement
The right of use asset is subsequently depreciated
medical benefits, directors’ retirement obligations
using the straight-line method from the
and family benefit scheme.
commencement date to the earlier of the end of
the useful life of the right of use asset or the end of
2.16.1 Post-employment benefit plans
the lease term. The estimated useful lives of right
of use assets are determined on the same basis Defined contribution plans
as those of property and equipment. In addition, Payments to a defined contribution retirement
the right of use asset is periodically reduced by benefit scheme for eligible employees in the form
impairment losses, if any, and adjusted for certain of superannuation fund are charged as an expense
remeasurements of the lease liability. as they fall due. Such benefits are classified as
Defined Contribution Schemes as the Company
The lease liability is initially measured at the does not carry any further obligations, apart from
present value of the lease payments that are not the contributions made.
paid at the commencement date, discounted
using the interest rate implicit in the lease or, if that Defined benefit plans
rate cannot be readily determined, the Company’s Contributions to a Provident Fund are made to
incremental borrowing rate. For leases with Tata Chemicals Limited Employees’ Provident
reasonably similar characteristics, the Company, Fund Trust, administered by the Company, and
on a lease by lease basis, may adopt either the are charged to the Standalone Statement of
incremental borrowing rate specific to the lease or Profit and Loss as incurred. The Trust invests in
the incremental borrowing rate for the portfolio as specific designated instruments as permitted by
a whole. Indian law. The remaining portion is contributed
to the government administered pension fund.
Lease payments included in the measurement of The Company is liable for the contribution and
the lease liability comprise the fixed payments, any shortfall in interest between the amount
including in-substance fixed payments and lease of interest realised by the investments and the
payments in an optional renewal period if the interest payable to members at the rate declared
Company is reasonably certain to exercise an by the Government of India in respect of the Trust
extension option; administered by the Company.

187
For defined benefit schemes in the form of The cost of compensated absences is accounted
gratuity fund, provident fund, post-retirement as under:
medical benefits, pension liabilities (including (a) In case of accumulating compensated
directors’) and family benefit scheme, the cost of absences, when employees render service
providing benefits is actuarially determined using that increase their entitlement of future
the projected unit credit method, with actuarial compensated absences; and
valuations being carried out at each Balance Sheet
(b) In case of non - accumulating compensated
date.
absence, when the absences occur.
The retirement benefit obligation recognised
2.16.3 Other long-term employee benefits
in the Standalone Balance Sheet represents the
present value of the defined benefit obligation as Compensated absences which are not expected
reduced by the fair value of scheme assets. to occur within twelve months after the end of the
period in which the employee renders the related
The present value of the said obligation is services are recognised as a liability. The cost of
determined by discounting the estimated future providing benefits is actuarially determined using
cash outflows, using market yields of government the projected unit credit method, with actuarial
bonds of equivalent term and currency to the valuations being carried out at each Balance
liability. Sheet date. Long Service Awards are recognised
as a liability at the present value of the obligation
The interest income / (expense) are calculated at the Balance Sheet date. All gains/losses due to
by applying the discount rate to the net defined actuarial valuations are immediately recognised in
benefit liability or asset. The net interest income the Standalone Statement of Profit and Loss.
/ (expense) on the net defined benefit liability is
recognised in the Standalone Statement of Profit 2.17 Employee separation compensation
and Loss. Compensation paid / payable to employees who
have opted for retirement under a Voluntary
Remeasurements, comprising of actuarial gains
Retirement Scheme including ex-gratia is charged
and losses, the effect of the asset ceiling (if any), are
to the Standalone Statement of Profit and Loss in
recognised immediately in the Standalone Balance
the year of separation.
Sheet with a corresponding charge or credit
to retained earnings through OCI in the period
2.18 Borrowing costs
in which they occur. Remeasurements are not
reclassified to the Standalone Statement of Profit Borrowing costs are interest and ancillary costs
and Loss in subsequent periods. incurred in connection with the arrangement of
borrowings. General and specific borrowing costs
Changes in the present value of the defined benefit attributable to acquisition and construction of
obligation resulting from plan amendments or qualifying assets is added to the cost of the assets
curtailments are recognised immediately in the upto the date the asset is ready for its intended
Standalone Statement of Profit and Loss as past use. Capitalisation of borrowing costs is suspended
service cost. and charged to the Standalone Statement of
Profit and Loss during extended periods when
2.16.2 Short-term employee benefits active development activity on the qualifying
The short-term employee benefits expected to assets is interrupted. All other borrowing costs are
be paid in exchange for the services rendered by recognised in the Standalone Statement of Profit
employees is recognised during the period when and Loss in the period in which they are incurred.
the employee renders the service. These benefits
include compensated absences such as paid 2.19 Government grants
annual leave and performance incentives which Government grants and subsidies are recognised
are expected to occur within twelve months after when there is reasonable assurance that the
the end of the period in which the employee Company will comply with the conditions
renders the related services. attached to them and the grants and subsidies

188 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

will be received. Government grants whose intention to realise the asset or to settle the liability
primary condition is that the Company should on a net basis.
purchase, construct or otherwise acquire non-
current assets are recognised as deferred revenue Deferred tax is the tax expected to be payable or
in the Standalone Balance Sheet and transferred recoverable on differences between the carrying
to the Standalone Statement of Profit and Loss on values of assets and liabilities in the Standalone
systematic and rational basis over the useful lives Financial Statements and the corresponding tax
of the related asset. bases used in the computation of taxable profit
and is accounted for using the Standalone Balance
2.20 Segment reporting Sheet method. Deferred tax liabilities are generally
The operating segments are the segments for recognised for all taxable temporary differences
which separate financial information is available arising between the tax base of assets and
and for which operating profit/loss amounts are liabilities and their carrying amount, except when
evaluated regularly by the Managing Director and the deferred income tax arises from the initial
Chief Executive Officer (who is the Company’s recognition of an asset or liability in a transaction
chief operating decision maker) in deciding how to that is not a business combination and affects
allocate resources and in assessing performance. neither accounting nor taxable profit or loss at
the time of the transaction. In contrast, deferred
The accounting policies adopted for segment tax assets are only recognised to the extent that
reporting are in conformity with the accounting it is probable that future taxable profits will be
policies of the Company. Segment revenue, available against which the temporary differences
segment expenses, segment assets and segment can be utilised.
liabilities have been identified to segments on
the basis of their relationship to the operating The carrying value of deferred tax assets is
activities of the segment. Inter segment revenue is reviewed at the end of each reporting period and
accounted on the basis of transactions which are reduced to the extent that it is no longer probable
primarily determined based on market / fair value that sufficient taxable profits will be available to
factors. Revenue, expenses, assets and liabilities allow all or part of the asset to be recovered.
which relate to the Company as a whole and are
Deferred tax is calculated at the tax rates that are
not allocable to segments on a reasonable basis
expected to apply in the period when the liability
have been included under ‘unallocated revenue /
is settled or the asset is realised based on the
expenses / assets / liabilities’.
tax rates and tax laws that have been enacted or
substantially enacted by the end of the reporting
2.21 Income tax
period. The measurement of deferred tax liabilities
Tax expense for the year comprises current and and assets reflects the tax consequences that
deferred tax. The tax currently payable is based would follow from the manner in which the
on taxable profit for the year. Taxable profit differs Company expects, at the end of the reporting
from net profit as reported in the Standalone period, to cover or settle the carrying value of its
Statement of Profit and Loss because it excludes assets and liabilities.
items of income or expense that are taxable or
deductible in other years and it further excludes Deferred tax assets and liabilities are offset to the
items that are never taxable or deductible. The extent that they relate to taxes levied by the same
Company’s liability for current tax is calculated tax authority and there are legally enforceable
using tax rates and tax laws that have been rights to set off current tax assets and current tax
enacted or substantively enacted by the end of liabilities within that jurisdiction.
the reporting period.
Current and deferred tax are recognised as an
Current tax assets and current tax liabilities are expense or income in the Standalone Statement
offset when there is a legally enforceable right to of Profit and Loss, except when they relate to items
set off the recognised amounts and there is an credited or debited either in other comprehensive

189
income or directly in equity, in which case the tax 2.23 Dividend
is also recognised in OCI or directly in equity. Final dividend on shares is recorded as a liability on
the date of approval by the shareholders and interim
Deferred tax assets include a credit for the dividends are recorded as a liability on the date of
Minimum Alternate Tax (‘MAT’) paid in accordance declaration by the Company’s Board of Directors.
with the tax laws, which is likely to give future
economic benefits in the form of availability of 2.24 Business combinations
set off against future income tax liability. MAT
The Company accounts for the common control
asset is recognised as deferred tax assets in the
transactions in accordance with the ‘pooling of
Standalone Balance Sheet when the asset can
interest’ method prescribed under Ind AS 103
be measured reliably, and it is probable that the
- Business Combination for common control
future economic benefit associated with the asset
transactions and as per the provisions of respective
will be realised.
schemes approved by the regulators, where all the
assets and liabilities of transferor companies would
2.22 Provisions and contingencies
be recorded at the book value as at the Appointed
A provision is recognised when the Company has date.
a present obligation as a result of past events and
it is probable that an outflow of resources will 3. Recent Indian Accounting Standard (Ind AS)
be required to settle the obligation, in respect and note on COVID-19
of which a reliable estimate of the amount can
3.1 Recent accounting pronouncements which are
be made. Provisions are determined based on
not yet effective
best estimate required to settle the obligation
at the Balance Sheet date. When a provision is Ministry of Corporate Affairs (“MCA”) notifies new
measured using the cash flows estimated to settle standard or amendments to the existing standards.
the present obligation, its carrying amount is the There is no such notification which would have
present value of those cash flows (when the effect been applicable from April 1, 2020.
of the time value of the money is material). The
3.2 Note on COVID-19
increase in the provisions due to passage of time
is recognised as interest expense. Provisions are In view of the lockdown across the country due
reviewed as at each reporting date and adjusted to the outbreak of COVID pandemic, operations in
to reflect the current estimate. many of the Company’s locations (manufacturing,
warehouses, offices, etc.) are scaled down or
Contingent liabilities are disclosed when there is shut down in compliance with the directives/
a possible obligation arising from past events, the orders issued by the local Panchayat/Municipal
existence of which will be confirmed only by the Corporation/State/Central Government authorities.
occurrence or non-occurrence of one or more
uncertain future events not wholly within the As per management’s current assessment,
control of the Company or a present obligation no significant impact on carrying amounts of
that arises from past events where it is either inventories, goodwill, intangible assets, trade
not probable that an outflow of resources will receivables, investments and other financial assets
be required to settle or a reliable estimate of the is expected, and management will continue to
amount cannot be made. monitor changes in future economic conditions.
The eventual outcome of the impact of the global
Contingent assets are not disclosed in the health pandemic may be different from those
Standalone Financial Statements unless an inflow estimated as on the date of approval of these
of economic benefits is probable. Standalone Financial Statements.

190 I Integrated Annual Report 2019-20


4. Property, plant and equipment
` in crore
Salt works,
Traction
Furniture Water
Factory Other Plant and Office Lines and
Land * and Vehicles works, Total
Buildings Buildings Machinery Equipment Railway
Fittings Reservoirs
Sidings
and Pans
Gross Block
Balance as at April 1, 2018 40.28 144.14 139.71 1,309.13 16.77 7.82 42.84 36.48 8.68 1,745.85
Integrated Report

Additions/adjustments 2.85 32.16 5.23 216.95 5.88 0.07 1.79 13.70 0.44 279.07
Disposals (0.46) (0.15) (0.61) (7.30) (0.41) (0.85) (0.81) (0.01) - (10.60)
Balance as at March 31, 2019 42.67 176.15 144.33 1,518.78 22.24 7.04 43.82 50.17 9.12 2,014.32
Additions/adjustments ** 15.05 157.07 27.22 579.89 4.48 1.44 6.41 10.51 0.01 802.08
Disposals/adjustments - (0.07) (0.16) (12.12) (0.04) (0.40) (0.42) - - (13.21)
Transferred to right of use assets (note 6) - - (0.17) (28.35) - (0.74) - - - (29.26)
Transferred to discontinued operation (note 34) - - - (5.63) - - (0.73) - - (6.36)
Balance as at March 31, 2020 57.72 333.15 171.22 2,052.57 26.68 7.34 49.08 60.68 9.13 2,767.57
Accumulated Depreciation
Balance as at April 1, 2018 - 18.08 17.81 270.47 5.00 3.45 29.55 12.68 2.06 359.10
Depreciation for the year - 7.82 5.75 112.33 2.57 0.91 6.45 4.08 0.71 140.62
Statutory Reports

Disposals - (0.05) (0.01) (2.36) (0.21) (0.70) (0.21) - - (3.54)


Balance as at March 31, 2019 - 25.85 23.55 380.44 7.36 3.66 35.79 16.76 2.77 496.18
Depreciation for the year - 10.12 4.16 112.47 2.74 1.39 3.82 7.22 0.67 142.59
Disposals/adjustments - (0.07) (0.11) (8.59) (0.04) (0.38) (0.49) - - (9.67)
Transferred to right of use assets (note 6) - - - (14.63) - (0.61) - - - (15.24)
Transferred to discontinued operations (note 34) - - - (2.13) - - (0.56) - - (2.69)
Balance as at March 31, 2020 - 35.91 27.60 467.56 10.06 4.06 38.57 23.98 3.44 611.17
Net Block as at March 31, 2019 42.67 150.30 120.78 1,138.34 14.88 3.38 8.03 33.41 6.35 1,518.14
Net Block as at March 31, 2020 57.72 297.24 143.62 1,585.01 16.62 3.28 10.51 36.70 5.69 2,156.39
Standalone

* Land ` 15.05 crore (2019 : ` Nil) for which legal formalities relating to transfer of title are pending.
** Includes ` 0.32 crore preoperative depreciation capitalised
Financial Statements

191
5. Investment property
` in crore
Land Building Total
Gross Block
Balance as at April 1, 2018 1.13 23.15 24.28
Additions/adjustments - - -
Balance as at March 31, 2019 1.13 23.15 24.28
Additions/adjustments - - -
Disposals * - -
Balance as at March 31, 2020 1.13 23.15 24.28
Accumulated Depreciation
Balance as at April 1, 2018 - 1.92 1.92
Depreciation for the year - 0.64 0.64
Balance as at March 31, 2019 - 2.56 2.56
Depreciation for the year - 0.61 0.61
Balance as at March 31, 2020 - 3.17 3.17
Net Block as at March 31, 2019 1.13 20.59 21.72
Net Block as at March 31, 2020 1.13 19.98 21.11
* value below ` 50,000

Footnotes:
a) Disclosures relating to fair valuation of investment property
Fair value of the above investment property as at March 31, 2020 is ` 133.46 crore (2019: 49.45 crore) based on external valuation.

Fair Value Hierarchy


The fair value of investment property has been determined by external independent property valuers, having appropriate recognised
professional qualification and recent experience in the location and category of the property being valued.
The fair value measurement for all of the investment property has been categorised as a level 3 fair value based on the inputs to the
valuation techniques used.

Description of valuation technique used


The Company obtains independent valuations of its investment property after every three years. The fair value of the investment
property have been derived using the Direct Comparison Method. The direct comparison approach involves a comparison of the
investment property to similar properties that have actually been sold in arms-length distance from investment property or are
offered for sale in the same region. This approach demonstrates what buyers have historically been willing to pay (and sellers willing
to accept) for similar properties in an open and competitive market, and is particularly useful in estimating the value of the land and
properties that are typically traded on a unit basis. This approach leads to a reasonable estimation of the prevailing price. Given that
the comparable instances are located in close proximity to the investment property; these instances have been assessed for their
locational comparative advantages and disadvantages while arriving at the indicative price assessment for investment property.

b) The Company has not earned any material rental income on the above properties.

192 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

6. Right of use assets


` in crore
Plant and
Land Building Vehicles Total
Machinery
Gross Block
Balance as at April 1, 2019 - - - - -
Transferred from property, plant and equipment (note 4) - 0.17 28.35 0.74 29.26
Transferred from prepaid expenses 1.87 - - - 1.87
Transition impact of Ind AS 116 (note 37) - 4.03 - - 4.03
Additions 7.74 - - - 7.74
Balance as at March 31, 2020 9.61 4.20 28.35 0.74 42.90
Accumulated amortisation
Balance as at April 1, 2019 - - - - -
Transferred from property, plant and equipment (note 4) - - 14.63 0.61 15.24
Amortisation for the year 0.06 0.75 3.68 0.13 4.62
Balance as at March 31, 2020 0.06 0.75 18.31 0.74 19.86
Net Block as at March 31, 2020 9.55 3.45 10.04 - 23.04

7. Other intangible assets


` in crore
Computer
Others* Total
software
Gross Block
Balance as at April 1, 2018 5.33 6.78 12.11
Additions 0.73 - 0.73
Disposals/Adjustments (0.02) - (0.02)
Balance as at March 31, 2019 6.04 6.78 12.82
Additions 1.09 1.82 2.91
Transferred to discontinued operation (note 34) (0.48) - (0.48)
Balance as at March 31, 2020 6.65 8.60 15.25
Accumulated amortisation
Balance as at April 1, 2018 1.80 2.28 4.08
Amortisation for the year 1.19 0.78 1.97
Balance as at March 31, 2019 2.99 3.06 6.05
Amortisation for the year 1.15 0.85 2.00
Transferred to discontinued operation (note 34) (0.02) - (0.02)
Balance as at March 31, 2020 4.12 3.91 8.03
Net Block as at March 31, 2019 3.05 3.72 6.77
Net Block as at March 31, 2020 2.53 4.69 7.22
* Others include product registration fees and the wagon rights provided by the Ministry of Railways to carry goods at concessional freight.

193
8. Investments
As at March 31, 2020 As at March 31, 2019 (Restated)
Holdings Amount Holdings Amount
No of shares ` in crore No of shares ` in crore

(a) Investments in equity instruments in subsidiaries


and joint ventures (fully paid up) (footnote “ii”)
(i) Subsidiaries (at cost)
Quoted
Rallis India Ltd. 9,73,41,610 479.97 9,73,41,610 479.97
Unquoted
Tata Chemicals International Pte. Limited (note 36) 48,53,07,852 3,123.75 48,53,07,852 3,123.75
Ncourage Social Enterprise Foundation 25,50,000 2.55 25,50,000 2.55
(ii) Investments in preference shares
(fully paid up)
Unquoted (at cost)
Direct Subsidiary
Non Cumulative Redeemable Preference Shares of 1,61,00,000 750.16 1,61,00,000 750.16
Tata Chemicals International Pte. Limited (note 36)
Indirect Subsidiaries
Non Cumulative Redeemable Preference Shares 1,00,00,000 65.18 1,00,00,000 65.18
of Gusiute Holdings (UK) Limited (note 36)
Non Cumulative Redeemable Preference Shares 1,78,50,000 116.34 1,78,50,000 116.34
of Homefield Pvt UK Limited (note 36)
Less: Impairment (note 36)# (116.34) (116.34)
(iii) Joint ventures (at cost)
Unquoted
Indo Maroc Phosphore, S.A. , Morocco 2,06,666 166.26 2,06,666 166.26
Tata Industries Ltd. 98,61,303 170.19 98,61,303 170.19
Total investments (i+ii+iii) 4,758.06 4,758.06
(b) Other investments
(i) Investments in equity instruments (Fair value
through other comprehensive income)
Quoted
The Indian Hotels Co. Ltd. 1,06,89,348 80.17 1,06,89,348 165.58
Oriental Hotels Ltd. 25,23,000 4.35 25,23,000 11.62
Tata Investment Corporation Ltd. 4,41,015 29.25 4,41,015 36.75
Tata Steel Ltd. 28,90,693 77.93 28,90,693 150.61
Tata Steel Ltd. (partly paid) 1,99,358 0.59 1,99,358 1.28
Tata Motors Ltd. 19,66,294 13.97 19,66,294 34.26
Titan Company Ltd. 1,38,26,180 1,290.97 1,38,26,180 1,578.74

194 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

As at March 31, 2020 As at March 31, 2019 (Restated)


Holdings Amount Holdings Amount
No of shares ` in crore No of shares ` in crore

Unquoted
The Associated Building Co. Ltd. 550.00 0.02 550.00 0.02
Taj Air Ltd. 40,00,000 - 40,00,000 -
Tata Capital Ltd. 32,30,859 16.48 32,30,859 16.35
Tata International Ltd. 48,000 108.48 48,000 140.64
Tata Projects Ltd. 1,93,500 222.85 1,93,500 266.53
Tata Services Ltd. 1,260 0.13 1,260 0.13
Tata Sons Ltd. 10,237 56.86 10,237 56.86
Tata Teleservices Ltd. (footnote 'i') # 12,85,110 - 12,85,110 -
IFCI Venture Capital Funds Ltd. 2,50,000 0.67 2,50,000 0.67
Kowa Spinning Ltd. 60,000 * 60,000 *
Global Innovation And Technology Alliance (GITA) 15,000 1.50 15,000 1.50
Water Quality India Association 7,100 0.01 7,100 0.01
Total investments (b(i)) 1,904.23 2,461.55
Aggregate amount of quoted investments 1,977.20 2,458.81
Aggregate market value of quoted investments 3,207.52 3,574.27
Aggregate carrying value of unquoted investments 4,685.09 4,760.80
# Aggregate amount of impairment in value of 117.85 117.85
other unquoted Investments

Footnote:
(i) Shares can be transferred only with the prior approval of the Board of Directors of Tata Teleservices Ltd.
(ii) Details of country of incorporation, nature of business and % equity interest have been disclosed in note 38 of the Consolidated
Financial Statements for the year ended 31 March, 2020.
* value below ` 50,000/-
` in crore
As at As at
March 31, 2020 March 31, 2019

(c) Current investments (Fair value through profit and loss)


Investment in mutual funds - unquoted 1,301.33 2,146.26
Total current investments 1,301.33 2,146.26

195
9. Loans
` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Non-Current
Unsecured, considered good
(i) Loans to employees (footnote 'i') 0.92 1.13
0.92 1.13
Current
Unsecured, considered good
(i) Loans to employees (footnote 'i') 0.23 0.40
(ii) Loans to related parties (note 36 and 43 (b)) 700.03 639.81
Less : Impairment (note 36 and 43 (b)) (700.03) (639.81)
- -
0.23 0.40
Footnote:
(i) Loans to employees includes ` Nil (2019: ` *) due from officer of the Company. Maximum balance outstanding during the year is
` Nil (2019: ` *).
* value below ` 50,000

10. Other financial assets


` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Non-Current
(a) Fixed deposits with banks 0.26 0.26
0.26 0.26
Current
(a) Claim receivable - Related party (note 43 (b)) 4.92 1.77
(b) Derivatives (note 40) 1.64 39.79
(c) Accrued interest income 2.22 4.02
(d) Advance recoverable - Related party (footnote 'i') (note 36 and 43 (b)) 65.38 59.83
(e) Subsidy receivable (net) (footnote 'ii') 60.08 224.75
(f ) Others 3.07 4.16
137.31 334.32

Footnotes:
(i) Advance recoverable from related party is short term in nature and receivable on demand.
(ii) Subsidy receivable from the Government relates to Phosphatic fertiliser business and Trading business.

196 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

11. Other assets


` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Non-Current
(a) Capital advances 115.52 105.23
(b) Deposit with public bodies and others 62.53 54.97
(c) Prepaid expenses 6.18 1.22
(d) Gratuity fund (note 38 (2)) - 5.79
184.23 167.21
Current
(a) Prepaid expenses 6.20 15.31
(b) Advance to suppliers 30.01 26.02
Less: Allowances for bad and doubtful advances (0.08) (0.09)
29.93 25.93
(c) Statutory receivables 170.69 92.11
(d) Others 0.59 2.03
207.41 135.38

12. Inventories
` in crore
As at As at
March 31, 2020 March 31, 2019

(a) Raw materials 502.67 390.82


(b) Work-in-progress 40.49 14.64
(c) Finished goods 86.99 89.84
(d) Stock in trade 12.43 51.85
(e) Stores, spare parts and packing materials (net) 58.59 80.53
701.17 627.68
Footnotes:
(i) Inventories includes goods in transit:
- Raw materials 47.05 22.83
- Stock in trade 5.66 2.89
- Stores and spare parts and packing materials 0.62 -
(ii) The cost of inventories recognised as an expense includes ` 0.60 crore (2019: ` 2.96 crore) in respect of write-down of inventories to
net realisable value, and has been reduced by ` Nil (2019: ` 0.10 crore) in respect of reversal of such write-down. Reversal of previous
write-downs have been largely as a result of increased selling prices of certain products.
(iii) Inventories have been offered as security against the working capital facilities provided by the bank.

197
13. Trade receivables
` in crore
As at As at
March 31, 2020 March 31, 2019

Current
(a) Secured, considered good 3.99 40.79
(b) Unsecured, considered good 135.85 144.05
(c) Unsecured, which have significant increase in Credit Risk - 3.24
(d) Unsecured, credit impaired 56.81 65.12
Less: Impairment loss allowance (56.81) (68.36)
139.84 184.84
Footnotes:
(i) The Company has appropriate levels of control procedures for new customers which ensures the potential customer's credit quality.
Credit limits attributed to customers are reviewed periodically by the Management.
(ii) Movement in Credit impaired
` in crore
Year ended Year ended
March March
31, 2020 31, 2019
Balance at the beginning of the year 68.36 14.87
Credit impaired pertaining to discontinued operations (note 34) (11.43) 48.28
Provision during the year 0.17 11.50
Reversal during the year (0.29) (6.29)
Balance at the end of the year 56.81 68.36
(iii) Trade receivables have been offered as security against the working capital facilities provided by the bank.

14. Cash and cash equivalents and other bank balances


` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Cash and cash equivalents:
(a) Balance with banks 83.70 49.75
(b) Cash on hand 0.02 -
(c) Deposits accounts (with original maturity less than 3 months) - 1,000.00
Cash and cash equivalents as per Standalone Statement of Cash Flows 83.72 1,049.75
Other bank balances:
(a) Earmarked balances with banks 20.70 18.71
(b) Deposit accounts (other than (c) above, with original maturity less than 12 months from the 775.16 37.75
Balance Sheet date)
795.86 56.46
Footnote:
(i) Non cash transactions
The Company has not entered into any non cash investing and financing activities.

198 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
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15. Equity share capital


As at March 31, 2020 As at March 31, 2019
No of shares ` in crore No of shares ` in crore
(a) Authorised:
Ordinary shares of ` 10 each 27,00,00,000 270.00 27,00,00,000 270.00
(b) Issued :
Ordinary shares of ` 10 each 25,48,42,598 254.84 25,48,42,598 254.84
(c) Subscribed and fully paid up:
Ordinary shares of ` 10 each 25,47,56,278 254.76 25,47,56,278 254.76
(d) Forfeited shares:
Amount originally paid-up on forfeited shares 86,320 0.06 86,320 0.06
254.82 254.82
Footnotes:
(i) The movement in number of shares and amount outstanding at the beginning and at the year end
Year ended March 31, 2020 Year ended March 31, 2019
No of shares ` in crore No of shares ` in crore
Issued share capital:
Ordinary shares :
Balance as at April 1 25,48,42,598 254.84 25,48,42,598 254.84
Issued during the year - - - -
Balance as at March 31 25,48,42,598 254.84 25,48,42,598 254.84
Subscribed and paid up:
Ordinary shares :
Balance as at April 1 25,47,56,278 254.76 25,47,56,278 254.76
Issued during the year - - - -
Balance as at March 31 25,47,56,278 254.76 25,47,56,278 254.76

(ii) Terms/ rights attached to equity shares


The Company has issued one class of ordinary shares at par value of ` 10 per share. Each shareholder is eligible for one vote per
share held. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual
General Meeting except in the case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the
remaining assets of the Company, after distribution of all preferential accounts, in proportion to their shareholding.

(iii) Details of shares held by each shareholder holding more than 5% shares.
As at March 31, 2020 As at March 31, 2019
No of shares % No of shares %
Ordinary shares with voting rights
(i) Tata Sons Private Ltd. 7,26,25,673 28.51 5,97,86,423 23.47
(ii) HDFC Trustee Company Limited * * 2,26,13,010 8.88
(iii) Life Insurance Corporation Of India 1,68,84,036 6.63 1,55,71,496 6.11
(iv) ICICI Prudential Mutual fund 1,60,79,641 6.31 * *
(v) Tata Investment Corporation Ltd. 1,52,00,001 5.97 1,52,00,001 5.97
* Not holding more than 5% shares

199
16. Other equity
` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
1 Capital reserve and other reserves from amalgamation 1,522.74 1,522.74
2 Securities premium 1,258.21 1,258.21
3 Capital redemption reserve 0.10 0.10
4 Debenture redemption reserve - 240.00
5 General reserve 1,411.94 1,171.94
6 Retained earnings 5,859.58 5,742.38
7 Equity instruments through other comprehensive income 1,669.93 2,174.78
Total other equity 11,722.50 12,110.15
The movement in other equity
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
16.1 Capital reserve and other reserves from amalgamation
Balance at the beginning of the year 1,522.74 21.11
Changes on account of merger (note 36) - 1,501.63
Balance at the end of the year 1,522.74 1,522.74
16.2 Securities premium
Balance at the beginning of the year 1,258.21 1,258.21
Balance at the end of the year 1,258.21 1,258.21
Footnote:
Securities premium is used to record the premium on issue of shares. The reserve is eligible for utilisation in accordance with the
provisions of the 2013 Act.
16.3 Capital redemption reserve
Balance at the beginning of the year 0.10 0.10
Balance at the end of the year 0.10 0.10
16.4 Debenture redemption reserve
Balance at the beginning of the year 240.00 240.00
Transferred to General reseve (240.00) -
Balance at the end of the year - 240.00
Footnote:
The Company is required to create a debenture redemption reserve out of the profits which is available for the purpose of
redemption of debentures, which has been redeemed during the year.
16.5 General reserve
Balance at the beginning of the year 1,171.94 1,171.94
Transferred from Debenture redemption reserve 240.00 -
Balance at the end of the year 1,411.94 1,171.94
Footnote:

The general reserve represents amounts appropriated out of retained earnings based on the provisions of the Act prior to its amendment.

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Standalone

` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
16.6 Retained earnings
Balance at the beginning of the year 5,742.38 6,435.12
Changes on account of merger (note 36) - (877.97)
Transition impact of Ind AS 116 (note 37) (0.21) -
Restated balance 5,742.17 5,557.15
Profit for the year 6,840.22 854.84
Remeasurement of defined employee benefit plans (net of tax) (37.59) (1.93)
Dividend including tax on dividend (378.90) (670.66)
Deemed dividend on demerger (note 34) (6,307.97) -
Refund of tax on dividend 1.65 -
Transfer from Equity instruments through other comprehensive income - 2.98
Balance at the end of the year (footnote 'ii') 5,859.58 5,742.38
Footnotes:
(i) The Board of Directors has recommended a final dividend of 110 % (2019: 125 %) for the financial year 2019-20 ` 11.00 per share
(2019: ` 12.50 per share) which is subject to approval of the shareholders.
(ii) Includes balance of remeasurement of net defined benefit plans loss of ` 67.20 crore (2019: ` 29.61 crore).

16.7 Equity instruments through other comprehensive income


` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Balance at the beginning of the year 2,174.78 1,942.84
Changes in fair value of equity instruments at FVTOCI (net of tax) (504.85) 234.92
Transfer to retained earnings - (2.98)
Balance at the end of the year 1,669.93 2,174.78
Footnote:
This reserve represents the cumulative gains and losses arising on the revaluation of equity instruments measured at fair value through
other comprehensive income, net of amounts reclassified to retained earnings when those assets have been disposed off.

17. Borrowings
` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Current
Loans repayable on demand
Secured - from banks
(a) Cash/packing credit (footnote 'i') - 0.99
- 0.99
Footnote:
(i) During the previous year loans from banks on Cash Credit carry an interest ranging from 8.70% p.a. to 9.10% p.a. and were secured
by way of hypothecation of stocks of raw materials, finished products, stores and work-in-process as well as book debts.

201
18. Other financial liabilities
` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Non-Current
(a) Pension payable on employee separation scheme 0.17 0.24
0.17 0.24
Current
(a) Current maturities of non-current borrowings
(i) Non-convertible debentures - Unsecured (footnote 'i') - 250.00
(ii) From Banks - Unsecured (footnote 'ii') - 438.85
Less: Unamortised cost of borrowings - 0.76
- 688.09
(b) Current maturities of lease liabilities (note 37) 4.35 5.38
(c) Interest accrued - 27.74
(d) Creditors for capital goods 80.21 80.20
(e) Unclaimed dividend (footnote 'iii') 18.73 18.74
(f ) Unclaimed debenture interest 0.01 0.01
(g) Derivatives (note 40) - 1.67
(h) Security deposit from customers 22.86 27.71
(i) Contingent consideration - 6.37
(j) Accrued expenses 52.59 72.75
(k) Others 8.29 5.32
187.04 933.98
Footnotes:
(i) Unsecured redeemable Non-convertible debentures having face value of ` 10 lakhs each were redeemable at par on July 2, 2019 and
bear interest rate of 10% per annum.
(ii) The External Commercial Borrowings ('ECB') were repaid in October 2019 ` 438.85 crore (USD 63.46 million) and were bearing interest
of LIBOR plus spread of 1.95% semiannually.
(iii) There has been no delay in transferring amounts, required to be transferred, to the Investor Education and Protection Fund by the
Company except for ` 0.57 crore (2019: ` 0.54 crore), wherein legal disputes with regards to ownership have remained unresolved.

19. Provisions
` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Non-Current
(a) Provision for employee benefits
(i) Pension and other post retirement benefits (note 38) 158.84 98.47
(ii) Long service awards 2.42 2.59
161.26 101.06
(b) Other provisions (footnote 'i') 2.11 2.05
163.37 103.11
Current
(a) Provision for employee benefits
(i) Pension and other post retirement benefits (note 38) 5.66 5.09
(ii) Compensated absences and long service awards 46.57 45.19
52.23 50.28
(b) Other provisions (footnote 'i') 147.41 152.80
199.64 203.08

202 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

Footnote:
(i) Other provisions include:
` in crore
Asset retirement Provision for
Others (3) Total
obligation (1) warranty (2)
Balance as at March 31, 2018 15.47 0.56 37.13 53.16
Provisions pertaining to discontinued operation - - 100.16 100.16
(refer note 34)
Provisions recognised during the year 0.96 - 6.99 7.95
Payments / utilisation during the year (1.13) - (4.32) (5.45)
Unused amount reversed during the year - (0.56) (0.41) (0.97)
Balance as at March 31, 2019 15.30 - 139.55 154.85
Provisions pertaining to discontinued operation - - 7.84 7.84
(Phosphatic fertiliser business)
Provisions recognised during the year 0.06 - 4.12 4.18
Payments / utilisation during the year - - (17.35) (17.35)
Balance as at March 31, 2020 15.36 - 134.16 149.52
Balance as at March 31, 2019
Non-Current 2.05 - - 2.05
Current 13.25 - 139.55 152.80
Total 15.30 - 139.55 154.85
Balance as at March 31, 2020
Non-Current 2.11 - - 2.11
Current 13.25 - 134.16 147.41
Total 15.36 - 134.16 149.52
Nature of provisions :
1) Provision for asset retirement obligation includes provision towards site restoration expense and decomissioning charges. The timing
of the outflows is expected to be within a period of one to thirty years from the date of Balance Sheet.
2) Provision for warranty relates to certain products that fail to perform satisfactorily during the warranty period. Provision made as
at respective year ends represents the amount of the expected cost of meeting such obligations of rectification/replacement. The
timing of the outflows is expected to be within a period of one year from the date of Balance Sheet.
3) Provision for others represents management's best estimate of outflow of economic resources in respect of water charges, entry tax,
land revenue and other disputed items including direct taxes, indirect taxes and other claims. The timing of outflows is uncertain and
will depend on the cessation of the respective cases.

20. Deferred tax assets and liabilities


` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
(a) Deferred tax assets (151.88) (72.89)
(b) Deferred tax liabilities 211.43 262.68
Deferred tax liabilities (net) 59.55 189.79

203
2019-20
` in crore
As at April Recognised in Recognised in Recognised Transferred to Transition As at March
1, 2019 the Standalone the Standalone in other Discontinued impact of 31, 2020
Statement of Profit Statement of Profit comprehensive operation Ind AS 116
and Loss (continuing and Loss (discontinued income (note 34) (note 37)
operations) operations)
Deferred tax (assets)/liabilities in relation to:
Allowance for doubtful debts and advances (44.07) 14.68 - - 3.99 - (25.40)
Accrued expenses allowed in the year of (28.40) 13.91 (6.77) (65.42) - - (86.68)
payment and on fair value of investments
Mark to market gains on mutual funds and 19.94 4.52 - - - - 24.46
derivatives
Depreciation and amortisation 242.74 (55.77) - - - - 186.97
Property, plant and equipment and lease - (9.21) - - (0.17) (0.11) (9.49)
liabilities
Expenses allowed (0.42) - (31.86) - 1.97 - (30.31)
189.79 (31.87) (38.63) (65.42) 5.79 (0.11) 59.55
Deferred tax (assets)/liabilities in relation to: Assets Liabilities Net
Allowance for doubtful debts and advances (25.40) - (25.40)
Accrued expenses allowed in the year of (86.68) - (86.68)
payment and on fair value of investments
Mark to market gains on mutual funds and - 24.46 24.46
derivatives
Depreciation and amortisation - 186.97 186.97
Property, plant and equipment and lease (9.49) - (9.49)
liabilities
Expenses allowed (30.31) - (30.31)
- - (151.88) 211.43 59.55

2018-19
` in crore
As at April Recognised in Recognised in the Recognised Transferred to Transition As at March
1, 2018 the Standalone Standalone Statement in other Discontinued impact of 31, 2019
Statement of Profit of Profit and Loss comprehensive operation Ind AS 116
and Loss (continuing (discontinued income (note 37)
operations) operations)
Deferred tax (assets)/liabilities in relation to:
Allowance for doubtful debts and advances (33.66) (10.41) - - - - (44.07)
Accrued expenses allowed in the year of (74.01) 12.98 - 32.63 - - (28.40)
payment and on fair value of investments
Mark to market gains on mutual funds and - 19.94 - - - - 19.94
derivatives
Depreciation and amortisation 279.90 (37.16) - - - - 242.74
Property, plant and equipment and lease 0.41 (0.41) - - - - -
liabilities
Expenses allowed (0.56) - 0.14 - - - (0.42)
172.08 (15.06) 0.14 32.63 - - 189.79
Deferred tax (assets)/liabilities in relation to: Assets Liabilities Net
Allowance for doubtful debts and advances (44.07) - (44.07)
Accrued expenses allowed in the year of (28.40) - (28.40)
payment and on fair value of investments
Mark to market gains on mutual funds and - 19.94 19.94
derivatives
Depreciation and amortisation - 242.74 242.74
Expenses allowed (0.42) - (0.42)
- - (72.89) 262.68 189.79

204 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
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21. Other liabilities ` in crore


As at As at
March 31, 2020 March 31, 2019

Non-current
(a) Deferred income 10.50 10.50
10.50 10.50
Current
(a) Statutory dues 105.35 48.78
(b) Advance received from customers 4.84 4.73
(c) Others - 0.33
110.19 53.84

22. Trade payables ` in crore


As at As at
March 31, 2020 March 31, 2019

(a) Trade payables (footnote 'i') 571.16 550.57


(b) Amount due to Micro Small and Medium Enterprises (footnote 'ii') 3.83 18.04
574.99 568.61
Footnotes:
(i) Trade payables are non-interest bearing and are normally settled within 60 days.
(ii) According to information available with the Management, on the basis of intimation received from suppliers regarding their status
under the Micro, Small and Medium Enterprises Development Act, 2006 ('MSMED Act'), the Company has amounts due to Micro,
Small and Medium Enterprises under the said Act as follows :
` in crore
As at As at
March 31, 2020 March 31, 2019

1 (a) Principal overdue amount remaining unpaid to any supplier 0.23 0.02
(b) Interest on 1(a) above - *
2 (a) The amount of principal paid beyond the appointed date 23.40 8.81
(b) The amount of interest paid beyond the appointed date 0.01 -
3 Amount of interest due and payable on delayed payments 0.02 0.09
4 Amount of interest accrued and remaining unpaid as at year end 0.02 0.09
5 The amount of further interest due and payable even in the succeeding year - -
* value below ` 50,000

23. Tax assets ` in crore


As at As at
March 31, 2020 March 31, 2019

(a) Non-current - Advance tax assets (net) 588.94 521.44


588.94 521.44

24. Tax liabilities ` in crore


As at As at
March 31, 2020 March 31, 2019

(a) Current tax liabilities (net) 166.02 124.12


166.02 124.12

205
25. Revenue from operations
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Sales of products (footnote 'i' and 'ii') 2,894.02 3,108.86
(b) Other operating revenues
(i) Sale of scrap 17.29 12.35
(ii) Others 8.98 0.04
26.27 12.39
2,920.29 3,121.25
Footnotes:
(i) Reconciliation of sales of products
Revenue from contract with customer 2,994.29 3,173.62
Adjustments made to contract price on account of
(a) Discounts / rebates / incentives (100.27) (64.76)
2,894.02 3,108.86
(ii) For operating segments revenue, geographical segments revenue, revenue from major products and revenue from major customers
(note 39.1).

26. Other income


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)

(a) Dividend income from


(i) Current investments measured at FVTPL - 0.17
(ii) Non-current investments in
- Subsidiaries 25.93 25.92
- Joint venture 72.24 58.43
- Other non-current investments 25.05 20.24
123.22 104.76
(b) Interest income from financial assets at amortised cost
(i) On bank deposits 40.92 67.27
(ii) On loans and advances 0.05 0.06
(iii) Other interest 0.02 0.12
40.99 67.45
(c) Interest on refund of taxes 0.33 16.23
(d) Others
(i) Corporate guarantee commission 1.98 3.11
(ii) Profit on sale of assets (net) 8.34 -
(iii) Gain on sale/redemption of investments (net) 121.27 187.15
(iv) Foreign exchange gain (net) 2.74 7.97
(v) Miscellaneous income (footnote 'i') 10.28 13.65
144.61 211.88
309.15 400.32
Footnote:
(i) Miscellaneous income primarily includes town income, rent income and liabilities written back.

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27. Changes in inventories of finished goods, work-in-progress and stock-in-trade


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Opening stock
Work-in-progress 14.64 28.94
Finished goods 89.84 77.10
Stock in trade 51.85 40.66
156.33 146.70
Closing stock
Work-in-progress 40.49 14.64
Finished goods 86.99 89.84
Stock in trade 12.43 51.85
139.91 156.33
Less : Inventory on account of discontinued operations (note 34) 92.83 (85.13)
(76.41) (75.50)

28. Employee benefits expense


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Salaries, wages and bonus 191.33 186.76
(b) Contribution to provident and other funds 15.56 14.81
(c) Staff welfare expense 43.39 25.28
250.28 226.85

29. Finance costs


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Interest costs
(i) Interest on loans at amortised cost 33.73 85.96
(ii) Interest on obligations under leases 1.57 1.73
(b) Translation differences (footnote 'i') 0.51 (12.15)
(c) Discount and other charges 7.56 10.60
43.37 86.14
Footnote:
(i) Translation differences on foreign currency loans regarded as borrowing cost net of changes in fair value of derivative contracts.

30. Depreciation and amortisation expense


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Depreciation of property, plant and equipment 142.27 139.27
(b) Depreciation of investment property 0.61 0.64
(c) Amortisation of Right to use assets 4.62 -
(d) Amortisation of intangible assets 2.00 0.43
149.50 140.34

207
31. Other Expenses
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Stores and spare parts consumed 70.02 58.13
(b) Packing materials consumed 76.49 82.50
(c) Power and fuel 555.18 573.83
(d) Repairs - Buildings 6.77 7.67
- Machinery 62.82 58.83
- Others 0.72 1.02
(e) Rent 5.94 6.48
(f ) Royalty, rates and taxes 29.51 5.99
(g) Distributors' service charges 2.49 0.32
(h) Sales promotion expenses 12.13 7.52
(i) Insurance charges 6.04 4.31
(j) Freight and forwarding charges 390.06 476.10
(k) Loss on assets sold, discarded or written off (net) - 1.63
(l) Bad debts written off 4.11 0.93
(m) Provision for doubtful debts, advances and other receivables (net) 5.29 0.16
(n) Directors' fees and commission 7.44 8.77
(o) Auditors' remuneration (footnote 'i') 2.48 2.86
(p) Expenditure towards Corporate Social Responsibility (CSR) (footnote 'ii') 37.81 25.68
(q) Donations and contributions (footnote 'iii') 5.23 21.70
(r) Others 111.54 119.09
1,392.07 1,463.52
Footnotes:
(i) Auditors' remuneration
Statutory Auditors
a) For services as auditor 1.97 1.97
b) For other services (including certification) 0.31 0.83
c) for reimbursement of expenses 0.11 0.09
Cost Auditors
a) For services as auditor 0.09 0.08
2.48 2.97
Less: Pertaining to discontinued operation - 0.11
2.48 2.86
(ii) Amount required to be spent by the Company during the year on CSR is ` 21.39 crore (2019: ` 19.86 crore) whereas the Company
has spent ` 37.81 crore (2019: ` 25.68 crore). The Company has spent the following amounts during the year on the activities other
than construction/acquisition of any asset.
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
1) Health care, nutrition, sanitation and safe drinking water 7.02 6.01
2) Environmental sustainability 20.39 5.87
3) Poverty alleviation, livelihood enhancement and infrastructure support 1.24 0.79
4) Education and vocational skill development 4.50 5.07
5) Inclusive growth and empowerment 0.20 0.92
6) Promotion and development of traditional arts and handicrafts 2.46 1.23
7) Contribution to Prime Minister's National Relief fund/other relief funds 0.77 1.66
8) Other approved activities 1.23 4.13
37.81 25.68
(iii) Amount includes Contribution of ` Nil (2019: ` 10 crore) to Progressive Electoral Trust (The Objects of the Trust inter alia, include
holding by the Trustees of “Distribution Funds” for distribution to political parties).

208 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
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32. Expenditure incurred on Scientific Research and Development activities @


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(i) Revenue Expenditure (note 28 and 31 of Standalone Statement of Profit and Loss includes):
(a) Innovation Centre, Pune 26.82 31.85
(b) Mithapur, Okhalamandal 0.07 0.11
(c) Nellore - Andhra Pradesh 1.48 -
(ii) Capital expenditure
(a) Innovation Centre, Pune 1.26 5.69
(b) Nellore - Andhra Pradesh 0.87 -
@ The above figure are based on the separate account for the reseach and development (R&D) centres of the Company. The centres
at Innovation Centre, Pune and Mithapur, Okhamandal are recognised by Department of Scientific and Industrial Research, Ministry of
Science and Technology ('DSIR') for in-house research.

33. Income tax expense relating to continuing operations


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Tax expense
Current tax
In respect of the current year 194.37 277.85
Reversal pertaining to prior years - (33.12)
194.37 244.73
Deferred tax
In respect of the current year (note 20) (31.87) (15.06)
(31.87) (15.06)
Total tax expense 162.50 229.67
(b) The income tax expense for the year can be reconciled
to the accounting profit as follows:
Profit before tax from continuing operations 834.32 860.48
Income tax expense calculated at 25.6256 % (2019 : 34.944%) 213.80 300.69
Effect of income that is exempt from taxation (12.65) (15.58)
Effect of expenses not deductible for tax computation 11.07 45.49
Effect of other permanent differences (goodwill) (2.19) (4.19)
Effect of prior period adjustments in deferred tax - (42.16)
Effect of concessions (research and development and other allowances - (10.58)
like 80IA and 32AC of Income Tax Act, 1961)
Effect of different tax rates on distribution by joint venture operating in other jurisdictions. (6.02) (10.21)
Effect of rate change adjustments in deferred tax (footnote 'i') (39.20) -
Effect of provision for doubtful debts (2.93) -
Others 0.62 (0.67)
162.50 262.79
Adjustments recognised in the current year in relation to the current tax of prior years on - (33.12)
account of completed assessments
Total income tax expense recognised for the year relating to continuing operations 162.50 229.67
Footnote:
(i) During the year, the Company decided to exercise the option permitted under Section 115BAA of the Income Tax Act, 1961 as
introduced by the Taxation Laws (Amendment) Ordinance, 2019 from the current financial year. Accordingly, the provision for income
tax and deferred tax balances have been recorded/ remeasured using the new tax rate and the Company had reversed deferred tax
liabilities amounting to ` 39.20 crore.

209
34. Discontinued operations
(I) Disposal of consumer products business
The National Company Law Tribunal (“NCLT”), Mumbai and NCLT Kolkata, on January 10, 2020 and January 8, 2020 respectively,
sanctioned the Scheme of Arrangement amongst Tata Consumer Products Limited (formerly Tata Global Beverages Limited) ("TCPL")
and the Company and their respective shareholders and creditors (“the Scheme”) for the demerger of the Consumer Products
Business Unit ("CPB") of the Company to TCPL. The Scheme became effective on February 7, 2020 upon filing of the certified copies
of the NCLT Orders sanctioning the Scheme with the respective jurisdictional Registrar of Companies. Pursuant to the Scheme
becoming effective, the CPB is demerged from the Company and transferred to and vested in TCPL with effect from April 1, 2019 i.e.
the Appointed Date.

As per the clarification issued by Ministry of Corporate Affairs vide Circular no. 09/2019 dated August 21, 2019 (MCA Circular), the
Company has recognised the effect of the demerger on April 1, 2019 and debited the fair value as at April 1, 2019 of Demerged
Undertaking i.e. fair value of net assets of CPB to be distributed to the shareholders of the Company, amounting to ` 6,307.97 crore to
the retained earnings in the Statement of Changes in Equity as dividend distribution. The difference in the fair value and the carrying
amount of net assets of CPB as at April 1, 2019 is recognised as gain on demerger of CPB in the Statement of Profit and Loss as an
exceptional item, amounting to ` 6,220.15 crore (net of transaction cost) during the year ended March 31, 2020. Accordingly, the
operations of CPB have been reclassified as discontinued operations for the year ended March 31, 2019 and comparative information
in the Statement of Profit and loss account has been restated in accordance with Ind AS 105.

(II) Disposal of Phosphatic fertiliser business and Trading business of bulk and non-bulk fertilisers
On June 1, 2018, the Company consummated the sale and transfer of its Phosphatic fertiliser business located at Haldia and the
Trading business comprising bulk and non-bulk fertilisers to IRC Agrochemicals Private Limited ("IRC") as per Business Transfer
Agreement dated November 6, 2017.

The financial performance and cash flows for discontinued operations till the effective date of sale:
(a) Analysis of profit from discontinued operations
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Profit for the year from discontinued operations
Revenue from operations (footnote 'i') - 2,474.01
Expenses
Depreciation and amortisation - 2.89
Other expenses - 2,177.94
Profit before exceptional items and tax - 293.18
Exceptional gain / (loss)
Gain on disposal of discontinued operation (note 34 (c)) 6,220.15 -
Pertaining to Phosphatic fertiliser business and Trading business (footnote ‘ii’) (26.71) -
Pertaining to urea and customised fertiliser business (footnote ‘ii’) (65.36) -
6,128.08 -
Profit before tax 6,128.08 293.18
Less : Current tax (1.69) 69.01
Less : Deferred tax (38.63) 0.14
Profit after tax 6,168.40 224.03
Footnotes:
(i) Revenue from operations includes subsidy income of ` Nil (2019: ` 24.40 crore)
(ii) Includes provisions made, relating to the erstwhile fertiliser businesses, as per revised notifications issued by the concerned
department for change in rate of subsidy for previous years.

210 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

(b) Net cash flows attributable to the discontinued operations


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Net cash generated from operating activities - 571.58
Net cash used in investing activities - (259.44)
Net cash used in financing activities - (313.75)
Net decrease in cash and cash equivalents - (1.61)

(c) Gain on disposal of discontinued operations:


` in crore
Consumer Phosphatic
products fertiliser
business business
and Trading
business
Cash consideration received (net of cost to sell) - 565.08
Consideration (deemed dividend to shareholders) 6,307.97 -
Transaction costs (demerger expenses) (33.00) -
Other adjustments 22.57 -
Net assets transferred(footnote i) (77.39) (565.08)
Gain on disposal 6,220.15 -

Footnote:
(i) Information of assets and liabilities transferred as per Scheme on the appointed date
` in crore
As at As at
March 31, 2020 March 31, 2019

Property, plant and equipment and intangible assets (including CWIP) 4.13 75.00
Deferred tax assets (net) 5.79 -
Other non-current assets 0.95 0.01
Inventories 154.00 298.13
Trade receivables and other financial receivables 81.43 233.31
Other current assets 20.70 21.96
Total Assets (A) 267.00 628.41
Other non-current liabilities 2.39 10.37
Other current liabilities 187.22 52.96
Total Liabilities (B) 189.61 63.33
Net assets (A - B) 77.39 565.08

211
35. Earnings per share
As at As at
March 31, 2020 March 31, 2019
(Restated)
Basic and Diluted earnings per share (`)
From continuing operations (`) 26.37 24.76
From discontinued operations (`) 242.13 8.79
Total Basic and Diluted earnings per share (`) 268.50 33.56

Footnotes:
The earnings and weighted average numbers of equity shares used in the calculation of basic and diluted earnings per share are as follows.
(a) Earnings used in the calculation of basic and diluted earnings per share: ` in crore ` in crore
Profit for the year from continuing operations 671.82 630.81
Profit for the year from discontinued operations 6,168.40 224.03
6,840.22 854.84

(b) Weighted average number of equity shares used in the calculation of basic and No. of shares No. of shares
diluted earnings per share:
Weighted average number of equity shares used in the calculation of basic and 25,47,56,278 25,47,56,278
diluted earnings per share from continuing operations and from discontinued operations

36. Business combination


The Board of Directors of the Company has approved the Scheme of Merger by Absorption ('Scheme') under the provisions of
Section 234 read with Sections 230 to 232 of the Companies Act, 2013 for the merger of Bio Energy Venture - 1 (Mauritius) Pvt. Ltd., a
wholly owned subsidiary of the Company, with the Company.

The Hon'ble National Company Law Tribunal ('NCLT'), Mumbai Bench on April 23, 2020 approved the Scheme of Merger by Absorption
of Bio Energy Venture-1 (Mauritius) Pvt. Ltd. ('Bio'), a wholly owned subsidiary of the Company, with the Company ('Scheme'), with an
Appointed Date of April 1, 2019. In accordance with Ind AS 103, being a common control transaction, previous periods have been
restated with effect from April 1, 2018, being earliest period presented. The impact of amalgamation on the Standalone Statement
of Profit and Loss is immaterial.

Bio Energy Venture - 1 (Mauritius) Pvt. Ltd was an investment holding company which "interalia" held investments in step down
subsidiaries. As per the Scheme, all assets, liabilities and reserves of Bio Energy Venture - 1 (Mauritius) Pvt. Ltd appearing as at April 1,
2018 are recognised in the books of the Company at their respective carrying values, as detailed below. On account of this merger,
Tata Chemicals International Pte. Limited is now direct wholly owned subsidiary of the Company.

Pursuant to the Scheme coming into effect, the inter-company investments (including equity and preference shares) held between
the Company and Bio shall stand cancelled. Further, the difference between the net assets transferred from Bio and the amount of
such inter-company investments cancelled, has been transferred to capital reserve in accordance with the Scheme and Ind AS 103.

212 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

` in crore
As at March 31, 2020
Investments - Non-current
(i) Equity shares of Tata Chemicals International Pte. Limited 3,123.75
(ii) Preference shares of Tata Chemicals International Pte. Limited 750.16
(iii) Preference shares of Gusiute Holdings (UK) Limited 65.18
(iv) Preference shares of Homefield Pvt UK Limited 116.34
Less: Impairment (116.34) 3,939.09
Loans - Non-current 639.81
Less: Impairment (639.81) -
Cash and cash equivalents 5.21
Current financial assets 55.44
Other current assets 0.02
Other current liabilities (0.08)
Total Net Assets Aquired (A) 3,999.68
Retained earnings aquired (B) (877.97)
Investments - Non-current (C)
(i) Equity shares of Bio Energy Venture - 1 (Mauritius) Pvt. Ltd 2,398.39
(ii) Preference shares of Bio Energy Venture - 1 (Mauritius) Pvt. Ltd 977.63 3,376.02
Capital Reserve (A-B-C) 1,501.63

37. Leases
Change in accounting policy
Except as specified below, the Company has consistently applied the accounting policies to all periods presented in this Standalone
Financial Statements. The Company has applied Ind AS 116 - Leases with the date of initial application of April 1, 2019. As a result, the
Company has changed its accounting policy for lease contracts as detailed below.
The Company has applied Ind AS 116 - Leases using the modified retrospective approach, under which the cumulative effect of initial
application is recognised in retained earnings at April 1, 2019.
` in crore
Non-current Current Total
Lease commitments as at March 31, 2019 (erstwhile finance leases) 13.46 5.38 18.84
Adjustments on account of discontinued operation (2.39) (1.18) (3.57)
Contracts reassessed as lease contracts 0.61 3.74 4.35
Lease liabilities as on April 1, 2019 11.68 7.94 19.62

The impact of change in accounting policy on account of adoption of Ind AS 116 is as follows : ` in crore

Increase in lease liability 4.35


Increase in right of use assets (4.03)
Increase in deferred tax assets (0.11)
Transition impact disclosed in retained earnings 0.21
Maturity analysis of lease liabilities
Maturity analysis – contractual undiscounted cash flows
Less than one year 5.49
One to five years 11.24
More than five years 0.56
Total undiscounted lease liabilities at March 31, 2020 17.29
Discounted Cash flows
Current 4.35
Non-Current 10.41
Lease liabilities as at March 31, 2020 14.76
Expenses relating to short-term leases and low value assets have been disclosed under rent in note 31(e).

The incremental borrowing rate of 8.00% p.a. to 9.50% p.a. has been applied to lease liabilities recognised in the Standalone Balance
Sheet.

213
38. Employee benefits obligations
(a) The Company makes contributions towards provident fund, in substance a defined benefit retirement plan and towards pension
fund and superannuation fund which are defined contribution retirement plans for qualifying employees. The provident fund is
administered by the Trustees of the Tata Chemicals Limited Provident Fund and the superannuation fund is administered by the
Trustees of the Tata Chemicals Limited Superannuation Fund. The Company is liable to pay to the provident fund to the extent of the
amount contributed and any shortfall in the fund assets based on Government specified minimum rates of return relating to current
services. The Company recognises such contribution and shortfall if any as an expense in the year incurred.

On account of the above contribution plans, a sum of ` 10.00 crore (2019: ` 11.78 crore) has been charged to the Standalone
Statement of Profit and Loss.

(b) The Company makes annual contributions to the Tata Chemicals Employees' Gratuity Trust and to the Employees' Group Gratuity-
cum-Life Assurance Scheme of the Life Insurance Corporation of India, for funding the defined benefit plans for qualifying employees.
The scheme provides for lump sum payment to vested employees at retirement or death while in employment or on termination of
employment. Employees, upon completion of the vesting period, are entitled to a benefit equivalent to either half month, three fourth
month and full month salary last drawn for each completed year of service depending upon the completed years of continuous
service in case of retirement or death while in employment. In case of termination, the benefit is equivalent to fifteen days salary last
drawn for each completed year of service in line with the Payment of Gratuity Act, 1972. Vesting occurs upon completion of five years
of continuous service.

The Company also provides post retirement medical benefits to eligible employees under which employees at Mithapur who
have retired from service of the Company are entitled for free medical facility at the Company hospital during their lifetime. Other
employees are entitled to domiciliary treatment exceeding the entitled limits for the treatments covered under the Health Insurance
Scheme upto slabs defined in the scheme. The floater mediclaim policy also covers retired employees based on eligibility, for such
benefit.

The Company provides pension, housing / house rent allowance and medical benefits to retired Managing and Executive Directors
who have completed ten years of continuous service in Tata Group and three years of continuous service as Managing Director/
Executive Director or five years of continuous service as Managing Director/Executive Director. The directors are entitled upto seventy
five percent of last drawn salary for life and on death 50% of the pension is payable to the spouse for the rest of his/her life.

Family benefit scheme is applicable to all permanent employees in management, officers and workmen who have completed one
year of continuous service. In case of untimely death of the employee, nominated beneficiary is entitled to an amount equal to the
last drawn salary (Basic Salary, DA and FDA) till the normal retirement date of the deceased employee.

The most recent actuarial valuations of plan assets and the present values of the defined benefit obligations were carried out at
March 31, 2020. The present value of the defined benefit obligations and the related current service cost and past service cost, were
measured using the Projected Unit Credit Method.

214 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

(c) The following tables set out the funded status and amounts recognised in the Company’s Standalone Financial Statements
as at March 31, 2020 for the Defined Benefit Plans.

1 Changes in the defined benefit obligation:


` in crore
As at March 31, 2020 As at March 31, 2019
Post Post
Directors' Family Directors' Family
retirement retirement
Gratuity retirement benefit Gratuity retirement benefit
medical medical
obligations scheme obligations scheme
benefits benefits
At the beginning of the year 75.41 48.93 43.12 11.51 82.04 65.20 39.40 13.58
Current service cost 3.38 1.19 0.45 0.99 3.81 2.71 0.39 1.43
Past service cost - 7.55 - - - - 1.40 -
Interest cost 5.07 3.55 3.22 0.76 5.17 5.00 2.94 1.00
Remeasurement (gain)/loss
Actuarial (gain) / loss arising from:
- Change in financial assumptions 9.21 18.19 10.18 1.17 0.26 0.38 0.25 0.04
- Change in demographic assumptions - - - - - 1.70 (0.71) (0.62)
- Experience adjustments 3.14 2.63 0.42 (0.76) 2.28 (9.99) 3.00 (1.70)
Transfer out * (3.77) - - - (8.75) - - -
Benefits paid (7.47) (1.69) (2.31) (0.95) (9.40) (1.33) (3.55) (0.93)
84.97 80.35 55.08 12.72 75.41 63.67 43.12 12.8
Extinguishment to discontinued operations - (2.08) - (1.06) - (14.74) - (1.29)
At the end of the year 84.97 78.27 55.08 11.66 75.41 48.93 43.12 11.51
* Pertaining to Consumer products business, Phosphatic fertiliser business and Trading business of bulk and non-bulk fertilisers.

2 Changes in the fair value of plan assets:


` in crore
As at March 31, 2020 As at March 31, 2019
Post Post
Directors' Family Directors' Family
retirement retirement
Gratuity retirement benefit Gratuity retirement benefit
medical medical
obligations scheme obligations scheme
benefits benefits
At the beginning of the year 81.37 - - - 87.83 - - -
Interest on plan assets 5.81 - - - 5.75 - - -
Employer's contributions (0.38) - - - 5.29 - - -
Remeasurement gain/(loss)
Annual return on plan assets less interest on (0.14) - - - (1.00) - - -
plan assets
Benefits paid (7.47) - - - (9.40) - - -
Transfer out * - - - - (7.10) - - -
Value of plan assets at the end of the year 79.19 - - - 81.37 - - -
Impact of asset ceiling - - - - (0.17) - - -
(Asset)/liability (net) 5.78 78.27 55.08 11.66 (5.79) 48.93 43.12 11.51
* Pertaining to Consumer products business, Phosphatic fertiliser business and Trading business of bulk and non-bulk fertilisers.

215
3 Net employee benefit expense for the year:
` in crore
Year ended March 31, 2020 Year ended March 31, 2019
Post Post
Directors' Family Directors' Family
retirement retirement
Gratuity retirement benefit Gratuity retirement benefit
medical medical
obligations scheme obligations scheme
benefits benefits
Current service cost 3.38 1.19 0.45 0.99 3.81 2.71 0.39 1.43
Past service cost - 7.55 - - - - 1.40 -
Interest on defined benefit obligation (net) (0.74) 3.55 3.22 0.76 (0.58) 5.00 2.94 1.00
Extinguishment to discontinued operations - (2.08) - (1.06) - (14.74) - (1.29)
Components of defined benefits costs 2.64 10.21 3.67 0.69 3.23 (7.03) 4.73 1.14
recognised in the Standalone Statement
of Profit and Loss
Remeasurement
Actuarial (gain) / loss arising from:
- Change in financial assumptions 9.21 18.19 10.18 1.17 0.26 0.38 0.25 0.04
- Change in demographic assumptions - - - - - 1.70 (0.71) (0.62)
- Experience changes 3.14 2.63 0.42 (0.76) 2.28 (9.99) 3.00 (1.70)
Impact of asset ceiling (0.17) - - - (0.23) - - -
Return on plan assets less interest on plan 0.14 - - - 1.00 - - -
assets
Components of defined benefits costs 12.32 20.82 10.60 0.41 3.31 (7.91) 2.54 (2.28)
recognised in other comprehensive
income
Net employee benefit expense 14.96 31.03 14.27 1.10 6.54 (14.94) 7.27 (1.14)

4 Categories of the fair value of total plan assets :


` in crore
As at As at
March 31, 2020 March 31, 2019
Gratuity Gratuity
Government of India Securities (Quoted) 7.10 7.55
Corporate Bonds (Quoted) 3.52 3.24
Fund Managed by Life Insurance Corporation of India (Unquoted) 68.55 68.21
Others 0.02 2.37
Total 79.19 81.37
Each year an Asset-Liability-Matching study is performed in which the consequences of the strategic investment policies are analysed in
terms of risk-and-return profiles. Investment and contribution policies are integrated within this study.

216 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

5 Risk Exposure :
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed below :
Investment risk : If future investment returns on assets are lower than assumed in valuation, the scheme's assets will be
lower, and the funding level higher than expected.
Changes in bond yields : A decrease in yields will increase plan liabilities, although this will be partially offset by an increase in the
value of the plans' bond holdings.
Longevity risk : If improvements in life expectancy are greater than assumed, the cost of benefits will increase because
pensions are paid for longer than expected. This will mean the funding level will be higher than expected.
Inflation risk : If inflation is greater than assumed, the cost of benefits will increase as pension increases and deferred
revaluations are linked to inflation.

6 Assumptions used in accounting for gratuity, post retirement medical benefits, directors' retirement obligations
and family benefit scheme:
Gratuity and Directors'
Post retirement Family benefit
Compensated retirement
medical benefits scheme
absences obligations
Discount rate As at March 31, 2020 6.05% 6.05% 6.05% 6.05%
As at March 31, 2019 7.70% 7.70% 7.70% 7.70%
Increase in Compensation cost As at March 31, 2020 7.50% NA 7.50% 7.50%
As at March 31, 2019 7.50% NA 7.50% 7.50%
Healthcare cost increase rate As at March 31, 2020 NA 10.00% 8.00% NA
As at March 31, 2019 NA 10.00% 8.00% NA
Pension increase rate As at March 31, 2020 NA NA 6.00% NA
As at March 31, 2019 NA NA 6.00% NA
(a) Discount rate is based on the prevailing market yields of Indian Government securities as at Balance Sheet date for the estimated
term of the obligations.
(b) The estimates of future salary increases considered in actuarial valuation take into account the inflation, seniority, promotion and
other relevant factors.

217
7 Sensitivity Analysis
Impact on defined benefit obligation due to change in assumptions
` in crore
As at March 31, 2020
Post retirement medical Directors’ retirement Directors’ post retirement
Gratuity Family benefit scheme
benefits obligations medical benefits
Increase Decrease Increase Decrease Increase Decrease Increase Decrease Increase Decrease
Discount rate
0.50% change (2.98) 3.19 (6.31) 7.17 (2.95) 3.28 (0.51) 0.57 (0.38) 0.40
Compensation rate
0.50% change 3.12 (2.95) - - - - - - - -
Pension rate

218 I Integrated Annual Report 2019-20


1% change - - - - 4.81 (4.18) - - - -
Healthcare costs
1% change - - 14.57 (11.59) - - 1.17 (1.01) - -
Life expectancy
Change by 1 year - - 5.53 (5.38) 1.98 (1.97) 0.32 (0.32) - -

` in crore
As at March 31, 2019
Post retirement medical Directors’ retirement Directors’ post retirement
Gratuity Family benefit scheme
benefits obligations medical benefits
Increase Decrease Increase Decrease Increase Decrease Increase Decrease Increase Decrease
Discount rate
0.50% change (2.53) 2.70 (3.64) 4.10 (2.05) 2.26 (0.36) 0.40 (0.35) 0.38
Compensation rate
0.50% change 2.68 (2.54) - - - - - - - -
Pension rate
1% change - - - - 3.43 (3.01) - - - -
Healthcare costs
1% change - - 8.45 (6.80) - - 0.83 (0.69) - -
Life expectancy
Change by 1 year - - 3.02 (2.98) 1.37 (1.38) 0.22 (0.23) - -
The sensitivity analysis above has been determined based on reasonably possible changes of the respective key assumptions occurring at the end of the reporting period,
while holding all other assumptions constant.
Integrated Report Statutory Reports Financial Statements
Standalone

8 Maturity profile of defined benefit obligation is as follows;


` in crore
As at March 31, 2020 As at March 31, 2019
Post Post
Directors' Family Directors' Family
retirement retirement
Gratuity retirement benefit Gratuity retirement benefit
medical medical
obligations scheme obligations scheme
benefits benefits
Within the next 12 months 12.15 1.90 2.58 1.18 11.72 1.39 2.56 1.13
(next annual reporting period)
Later than 1 year and not later than 5 years 36.60 9.57 10.87 4.51 34.62 7.13 10.39 4.81
Later than 5 year and not later than 9 years 24.78 13.37 11.33 3.93 24.36 10.24 11.03 4.21
10 years and above 73.16 277.34 129.08 9.69 79.94 248.72 127.29 11.37
Total expected payments 146.68 302.18 153.86 19.30 150.64 267.48 151.27 21.52
Weighted average duration to the payment 7.27 17.16 13.92 6.71 6.94 15.76 13.27 6.35
of cash flows (in Year)

9 
The details of the Company's post-retirement and other benefit plans for its employees given above are certified by the actuary and
relied upon by the Auditors.

10 Average longevity at retirement age for current beneficiaries of the plan (years)*
As at As at
March 31, 2020 March 31, 2019

Males 21.73 21.73


Females 24.38 24.38
* Based on India's standard mortality table with modification to reflect expected changes in mortality.

(d) Provident Fund


The Company operates Provident Fund Schemes and the contributions are made to recognised funds maintained by the Company.
The Company is required to offer a defined benefit interest rate guarantee on provident fund balances of employees. The interest
rate guarantee is payable to the employees for the year when the exempt fund declares a return on provident fund investments
which is less than the rate declared by the Regional Provident Fund Commissioner (RPFC) on the provident fund corpus for their own
subscribers. The Actuary has provided a valuation for provident fund liabilities on the basis of guidance issued by Actuarial Society of
India and based on the below provided assumptions, shortfall between plan assets as the end of the year and the present value of
funded obligation has been recognised in the Standalone Balance Sheet and Other Comprehensive Income.

The details of fund and plan assets position are given below:
` in crore
As at As at
March 31, 2020 March 31, 2019
Plan assets at the end of the year 326.37 329.40
Present value of funded obligation 340.08 336.71
Amount recognised in the Standalone Balance Sheet (13.71) (7.31)
Assumptions used in determining present value of obligation
of interest rate guarantee under a deterministic approach:
Guaranteed rate of return 8.50% 8.65%
Discount rate for remaining term to maturity of investments 6.35% 7.75%
Discount rate 6.05% 7.70%
Expected rate of return on investments 7.86% 8.13%

219
39. Segment information
39.1 Continuing operations
(a) Information about operating segments
Reportable Segments approved by Board of Directors are as under:
- Basic chemistry products : soda ash, salt and other bulk chemicals other bulk chemicals
- Specialty products : nutrition solutions, agri solutions and advance materials
The corresponding information for the previous periods presented in Standalone Financial Statements have been restated (note 34
and 36).
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
1. Segment revenue (Revenue from operations)
(i) Basic chemistry products 2,836.91 3,071.92
(ii) Speciality products 74.39 42.32
2,911.30 3,114.24
Unallocated 8.99 7.01
2,920.29 3,121.25
2. Segment result (Reconciliation with profit from continuing operations)
(i) Basic chemistry products 819.20 762.48
(ii) Speciality products (31.99) (22.71)
Total segment results 787.21 739.77
Net unallocated income 90.48 206.85
Finance costs (43.37) (86.14)
Profit before tax 834.32 860.48
Tax expense (162.50) (229.67)
Profit for the year from continuing operations 671.82 630.81

3. Segment assets and segment liabilities


` in crore
Segment assets Segment liabilities
As at As at As at As at
March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019
(i) Basic chemistry products 2,808.67 2,211.52 650.64 607.97
(ii) Speciality products 587.30 468.68 39.19 72.98
3,395.97 2,680.20 689.83 680.95
Unallocated 10,063.23 11,649.91 792.05 1,348.47
13,459.20 14,330.11 1,481.88 2,029.42

220 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

4. Other information
` in crore
Addition to non-current Depreciation and Other non-cash expenses
assets * amortisation
Year ended Year ended Year ended Year ended Year ended Year ended
March 31, March 31, March 31, March 31, March 31, March 31,
2020 2019 2020 2019 2020 2019
(i) Basic chemistry products 512.82 305.22 130.27 123.85 (5.44) 17.89
(ii) Speciality products 103.89 364.02 8.27 3.12 0.82 1.55
616.71 669.24 138.54 126.97 (4.62) 19.44
Unallocated 75.13 8.79 10.96 13.37 34.34 (10.59)
691.84 678.03 149.50 140.34 29.72 8.85
*Comprises additions to Property, plant and equipment, Capital work-in-progress, Goodwill, Right of use assets, Other intangible assets and Intangible
assets under development.

(b) Information about geographical areas


The Company sells its products mainly within India where the conditions prevailing are uniform. Since the sales outside India
are below threshold limit, no separate geographical segment disclosure is considered necessary.

All non-current assets in the nature of property, plant and equipment (including capital work in progress) and intangible assets
(including those under development) are domiciled in india.

(c) Revenue from major products


The following is an analysis of the Company's segment revenue from continuing operations from its major products.
` in crore
Year ended Year ended
March 31, 2020 * March 31, 2019 *
(i) Basic chemistry products
- Soda Ash 1,485.34 1,645.31
- Salt 816.19 887.67
- Bicarb 248.73 244.15
- Others 286.65 294.79
(ii) Speciality products 74.39 42.32
(iii) Unallocated 8.99 7.01
2,920.29 3,121.25
* Including operating revenues.

(d) Major Customer


The Company has one customer whose revenue represents 28% (Company has billed on behalf of the customer) (2019: Nil) of
the Company’s total revenue and trade receivable represents 27% (2019: Nil) of the Company’s total trade receivables.

(e) Other note


Segment revenue, results, assets and liabilities include the respective amounts identifiable to each of the segments and
amounts allocated on a reasonable basis.

221
39.2 Discontinued operations (note 34)
(a) Information about operating segment
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Revenue from operations* - 2,471.83
Result :
Segment result ** (note 34) 6,128.08 304.76
Finance costs - (11.58)
Profit before tax 6,128.08 293.18
Less : Tax expense (40.32) 69.15
Profit from discontinued operations after tax 6,168.40 224.03
* includes ` 624.55 crore pertaining to Phosphatic fertiliser business and Trading business and ` 1,847.28 crore pertaining to consumer
products business for the year ended March 31, 2019.
** includes loss of ` 9.13 crore pertaining to Phosphatic fertiliser business and Trading business and profit of ` 313.89 crore pertaining
to consumer products business for the year ended March 31, 2019.

Other information : ` in crore


As at As at
March 31, 2020 March 31, 2019
(Restated)
Segment assets - 236.58
Segment liabilities - 172.30

` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Addition to non-current assets * - 1.17
Depreciation and amortisation - 2.89
Other non-cash (income)/expenses - (2.42)
*Comprises additions to Property, plant and equipment, Capital work-in-progress and Intangible assets.

(b) Information about geographical area


Discontinued operations sells its products within India where the conditions prevailing are uniform.

(c) Revenue from major products


Discontinued operations segment includes consumer products business and fertiliser and other agri inputs.

(d) Major Customer


No single customer contributed 10% or more to the Company's revenue for the year ended March 31, 2020 and March 31, 2019.

222 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

39.3 Reconciliation of information on reportable segment to Standalone Balance Sheet and Standalone Statement
of Profit and Loss
(a) Reconciliation of profit for the year as per Standalone Statement of Profit and Loss
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Profit for the year from continuing operations (note 39.1 (a) (2)) 671.82 630.81
Profit for the year from discontinued operations (note 39.2 (a)) 6,168.40 224.03
Profit for the year as per Standalone Statement of Profit and Loss 6,840.22 854.84

(b) Reconciliation of total assets as per Standalone Balance Sheet


` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Total assets as per continuing operations (note 39.1 (a) (3)) 13,459.20 14,330.11
Total assets as per discontinued operations (note 39.2 (a)) - 236.58
Total assets as per Standalone Balance Sheet 13,459.20 14,566.69

(c) Reconciliation of total liabilities as per Standalone Balance Sheet


` in crore
As at As at
March 31, 2020 March 31, 2019
(Restated)
Total liabilities as per continuing operations (note 39.1 (a) (3)) 1,481.88 2,029.42
Total liabilities as per discontinued operations (note 39.2 (a)) - 172.30
Total liabilities as per Standalone Balance Sheet 1,481.88 2,201.72

40. Derivative financial instruments


(a) The details of the various outstanding derivative financial instruments are given below:
` in crore
As at March 31, 2020 As at March 31, 2019
Assets Liabilities Assets Liabilities
Current portion
Derivatives not designated in a hedge relationship
- Forward contracts 1.64 - 0.03 1.67
- Cross-currency interest rate swaps - - 39.56 -
- Option contracts - - 0.20 -
Total 1.64 - 39.79 1.67
Although these contracts are effective as hedges from an economic perspective, these are not designated for hedge accounting.

223
(b) The details of the gross notional amounts of derivative financial instruments outstanding are given in the
table below:
Underlying As at As at
Derivative instruments
(Receivables/payables) March 31, 2020 March 31, 2019
Forward contracts USD/INR $ 1.8 million $ 4.6 million
Forward contracts EUR/INR € 6.3 million € 1.4 million
Forward contracts JYP/INR ¥ 232.5 million -
Forward contracts CHF/INR - CHF 0.8 million
Option contracts USD/INR - $ 1.5 million
Cross-currency interest rate swaps USD/INR and floating to fixed - $ 63.5 million

41. Disclosures on financial instruments


(a) Financial instruments by category
The following table presents the carrying amounts of each category of financial assets and liabilities as at March 31 2020.
` in crore
Investments - Investments - Derivatives - Amortised Total carrying
FVTOCI FVTPL FVTPL cost value
Financial assets
(a) Investments - non-current
Equity instrument at fair value 1,904.23 - - - 1,904.23
(b) Investments - current
Investment in mutual funds - 1,301.33 - - 1,301.33
(c) Trade receivables - - - 139.84 139.84
(d) Cash and cash equivalents - - - 83.72 83.72
(e) Other bank balances - - - 795.86 795.86
(f ) Loans - non-current - - - 0.92 0.92
(g) Loans - current - - - 0.23 0.23
(h) Other financial assets - non-current - - - 0.26 0.26
(i) Other financial assets - current - - 1.64 135.67 137.31
Total 1,904.23 1,301.33 1.64 1,156.50 4,363.70
Financial liabilities
(a) Lease liabilities - non-current - 10.41 10.41
(b) Borrowings - current - - -
(c) Trade payables - 574.99 574.99
(d) Other financial liabilities - non-current - 0.17 0.17
(e) Other financial liabilities - current - 187.04 187.04
Total - 772.61 772.61

224 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

The following table presents the carrying amounts of each category of financial assets and liabilities as at March 31 2019.
` in crore
Investments - Investments - Derivatives - Amortised Total carrying
FVTOCI FVTPL FVTPL cost value
Financial assets
(a) Investments - non-current
Equity instrument at fair value 2,461.55 - - - 2,461.55
(b) Investments - current
Investment in mutual funds - 2,146.26 - - 2,146.26
(c) Trade receivables - - - 184.84 184.84
(d) Cash and cash equivalents - - - 1,049.75 1,049.75
(e) Other bank balances - - - 56.46 56.46
(f ) Loans - non-current - - - 1.13 1.13
(g) Loans - current - - - 0.40 0.40
(h) Other financial assets - non-current - - - 0.26 0.26
(i) Other financial assets - current - - 39.79 294.53 334.32
Total 2,461.55 2,146.26 39.79 1,587.37 6,234.97
Financial liabilities
(a) Lease liabilities - non-current - 13.46 13.46
(b) Borrowings - current - 0.99 0.99
(c) Trade payables - 568.61 568.61
(d) Other financial liabilities - non-current - 0.24 0.24
(e) Other financial liabilities - current 1.67 932.31 933.98
Total 1.67 1,515.61 1,517.28

(b) Fair value hierarchy


All assets and liabilities for which fair value is measured or disclosed in the Standalone Financial Statements are categorised within
the fair value hierarchy, described as follows:

Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities

Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly
observable

Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

225
T he following tables provides the fair value measurement hierarchy of the Company’s financial assets and liabilities that are measured at
fair value or where fair value disclosure is required.
` in crore
As at March 31, 2020
Fair value measurement using
Quoted prices in Significant Significant
Total active markets observable unobservable
(Level 1) inputs (Level 2) inputs (Level 3)
Assets measured at fair value:
Derivative financial assets
Foreign exchange forward contracts 1.64 - 1.64 -
FVTOCI financial investments
Quoted equity instruments 1,497.23 1,497.23 - -
Unquoted equity instruments 407.00 - - 407.00
FVTPL financial investments
Investment in mutual funds 1,301.33 - 1,301.33 -
There have been no transfers between levels during the period.

` in crore
As at March 31, 2019
Fair value measurement using
Quoted prices in Significant Significant
Total active markets observable unobservable
(Level 1) inputs (Level 2) inputs (Level 3)
Assets measured at fair value:
Derivative financial assets
Cross currency interest rate swaps 39.56 - 39.56 -
Options 0.20 - 0.20 -
Foreign exchange forward contracts 0.03 - 0.03 -
FVTOCI financial investments
Quoted equity instruments 1,978.84 1,978.84 - -
Unquoted equity instruments 482.71 - - 482.71
FVTPL financial investments
Investment in mutual funds 2,146.26 - 2,146.26 -
Liabilities measured at fair value:
Derivative financial liabilities
Foreign exchange forward contracts 1.67 - 1.67 -
Liabilities for which fair values are disclosed
Borrowings
Unsecured Non convertible debentures 250.67 250.67 - -
There have been no transfers between levels during the period.

226 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

(c) The following tables shows a reconciliation from the opening balance to the closing balance for level 3 fair
values.
` in crore
FVTOCI financial
investments
Balance as at April 1 2018 647.77
Add / (less): fair value changes through Other comprehensive income 5.13
Investment transferred to Joint venture (170.19)
Balance as at March 31, 2019 482.71
Add / (less): fair value changes through Other comprehensive income (75.71)
Balance as at March 31, 2020 407.00

(d) Valuation technique to determine fair value


The following methods and assumptions were used to estimate the fair values of financial instruments:
(i) The management assessed that fair value of cash and cash equivalents, trade receivables, trade payables, bank overdrafts and
other current financial assets and liabilities approximate their carrying amounts largely due to the short-term maturities of
these instruments.
(ii) The fair values of the equity investment which are quoted, are derived from quoted market prices in active markets. The
Investments measured at fair value and falling under fair value hierarchy Level 3 are valued on the basis of valuation reports
provided by external valuers with the exception of certain investments, where cost has been considered as an appropriate
estimate of fair value because of a wide range of possible fair value measurements and cost represents the best estimate of fair
values within that range.
(iii) The fair values of investments in mutual fund units is based on the net asset value (‘NAV’) as stated by the issuers of these
mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue
further units of mutual fund and the price at which issuers will redeem such units from the investors.
(iv) The Company enters into derivative financial instruments with various counterparties, principally banks. The fair value of
derivative financial instruments is based on observable market inputs including currency spot and forward rate, yield curves,
currency volatility, credit quality of counterparties, interest rate and forward rate curves of the underlying insturments etc. and
use of appropriate valuation models.
(v) The fair value of non-current borrowings carrying floating-rate of interest is not impacted due to interest rate changes, and will
not be significantly different from their carrying amounts as there is no significant change in the under-lying credit risk of the
Company (since the date of inception of the loans).
(vi) The fair values of the 10% unsecured redeemable non-convertible debenture (included in current maturities of non-current
borrowings) are derived from quoted market prices. The Company has no other non-current borrowings with fixed-rate of
interest.

(e) Financial risk management objectives


The Company is exposed to market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk.
The Company’s risk management strategies focus on the un-predictability of these elements and seek to minimise the potential
adverse effects on its financial performance. The Company’s senior management which is supported by a Treasury Risk Management
Group ('TRMG') manages these risks. TRMG advises on financial risks and the appropriate financial risk governance framework for the
Company and provides assurance to the Company’s senior management that the Company’s financial risk activities are governed by
appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with the Company’s
policies and risk objectives.

All hedging activities are carried out by specialist teams that have the appropriate skills, experience and supervision. The Company’s
policy is not to trade in derivatives for speculative purposes.

227
Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk, such as equity price risk and
commodity risk. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency exchange
rates, equity price fluctuations, liquidity and other market changes. Financial instruments affected by market risk include loans and
borrowings, deposits, investments and derivative financial instruments.

Foreign currency risk management


Foreign exchange risk arises on future commercial transactions and on all recognised monetary assets and liabilities, which are
denominated in a currency other than the functional currency of the Company. The Company’s management has set a policy
wherein exposure is identified, a benchmark is set and monitored closely, and accordingly suitable hedges are undertaken. The
policy also includes mandatory initial hedging requirements for exposure above a threshold.

The Company's foreign currency exposure arises mainly from foreign exchange imports, exports and foreign currency borrowings,
primarily with respect to USD.

As at the end of the reporting period , the carrying amounts of the Company's foreign currency denominated monetary assets and
liabilities in respect of the primary foreign currency i.e. USD and derivative to hedge the exposure, are as follows:
` in crore
As at As at
March 31, 2020 March 31, 2019
USD exposure
Assets 87.86 68.39
Liabilities (44.06) (482.70)
Net 43.80 (414.31)
Derivatives to hedge USD exposure
Forward contracts - (USD/ INR) 13.31 31.54
Option contracts- (USD/ INR) - 10.37
Cross currency interest rate swaps - (USD/ INR) - 438.85
13.31 480.76
Net exposure 57.11 66.45
The Company’s exposure to foreign currency changes for all other currencies is not material.

Foreign currency sensitivity analysis


The following table demonstrate the sensitivity to a reasonable possible change in USD exchange rate, with all other variables held
constant. The impact on the Company’s profit before tax due to changes in the fair value of monetary assets and liabilities and
derivatives is as follows:
` in crore
As at As at
March 31, 2020 March 31, 2019
If INR had (strengthened) / weakened against USD by
5% (Decrease) / increase in profit for the year 2.86 3.32
Based on the movements in the foreign exchange rates historically and the prevailing market conditions as at the reporting date, the
Company’s Management has concluded that the above mentioned rates used for sensitivity are reasonable benchmarks.

Interest rate risk management


Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market
rates. The Company’s exposure to the risk of changes in market rates relates primarily to the Company’s non-current debt obligations
with floating interest rates.

228 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

The Company’s policy is generally to undertake non-current borrowings using facilities that carry floating-interest rate. The Company
manages its interest rate risk by entering into interest rate swaps, in which it agrees to exchange, at specified intervals, the difference
between fixed and variable rate interest amounts calculated by reference to an agreed-upon notional principal amount.
Moreover, the short-term borrowings of the Company do not have a significant fair value or cash flow interest rate risk due to their
short tenure.
As the Company does not have exposure to any floating-interest bearing assets, or any significant long-term fixed-interest bearing
assets, its interest income and related cash inflows are not affected by changes in market interest rates.
As at the end of reporting period, the Company had the following long term variable interest rate borrowings and derivatives to
hedge the interest rate risk as follows:
` in crore
As at As at
March 31, 2020 March 31, 2019
Non-current variable interest rate borrowings - 438.85
Derivatives to hedge interest rate risk
Cross currency interest rate swaps - 438.85
Net exposure - -

Interest rate sensitivity


No sensitivity analysis is prepared as the Company does not expect any material effect on the Company’s results arising from the
effects of reasonably possible changes to interest rates on interest bearing financial instruments at the end of the reporting period.
Equity price risk management
The Company's exposure to equity price risk arises from investment held by the Company and classified as FVTOCI. In general, these
investments are strategic investments and are not held for trading purposes. Reports on the equity portfolio are submitted to the
Company’s senior management on a regular basis.
Equity price sensitivity analysis
If prices of quoted equity securities had been 5% higher / (lower), the OCI for the year ended March 31, 2020 and 2019 would increase
/ (decrease) by ` 74.86 crore and ` 98.94 crore respectively.
Credit risk management
Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Company is exposed to credit risk from its operating activities, primarily trade and other receivables and
from its financing activities, including deposits with banks and financial institutions, investment in mutual funds, foreign exchange
transactions and other financial instruments.
The carrying amount of financial assets represents the maximum credit exposure, being the total of the carrying amount of balances
with banks, short term deposits with banks, short term investment, trade and other receivables and other financial assets excluding
equity investments.

Trade and other receivables


Trade and other receivables of the Company are typically unsecured and derived from sales made to a large number of independent
customers. Customer credit risk is managed by each business unit subject to established policies, procedures and control relating
to customer credit risk management. Before accepting new customer, the Company has appropriate level of control procedures to
assess the potential customer's credit quality. The credit-worthiness of its customers are reviewed based on their financial position,
past experience and other relevant factors. The credit period provided by the Company to its customers generally ranges from
0-60 days. Outstanding customer receivables are reviewed periodically. Provision is made based on expected credit loss method or
specific identification method.
The credit risk related to the trade receivables is mitigated by taking security deposits / bank guarantee / letter of credit - as and where
considered necessary, setting appropriate credit terms and by setting and monitoring internal limits on exposure to individual customers.

229
There is no substantial concentration of credit risk as the revenue and trade receivables from any of the single customer do not
exceed 10% of Company revenue and trade receivables, except as disclosed in note 39.1.
For certain other receivables, where recoveries are expected beyond twelve months of the Balance Sheet date, the time value of
money is appropriately considered in determining the carrying amount of such receivables.

Financial instruments and cash deposits


Credit risk from balances/investments with banks and financial institutions is managed in accordance with the Company’s treasury
risk management policy. Investments of surplus funds are made only with approved counterparties and within limits assigned to each
counterparty. The limits are assigned based on corpus of investable surplus and corpus of the investment avenue. The limits are set to
minimize the concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments.
Financial guarantees
Financial guarantees disclosed in note 45.1(b) have been provided as corporate guarantees to financial institutions and banks that
have extended credit facilities to the Company's subsidiaries. In this regard, the Company does not foresee any significant credit risk
exposure.
Liquidity risk
Liquidity risk is the risk that the Company will not be able to meet its financial obligations as they become due. The objective of
liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as and when required.
The Treasury Risk Management Policy includes an appropriate liquidity risk management framework for the management of the
short-term, medium-term and long term funding and cash management requirements. The Company manages the liquidity risk
by maintaining adequate cash reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and
actual cash flows, and by matching the maturity profiles of financial assets and liabilities. The Company invests its surplus funds in
bank fixed deposit and liquid schemes of mutual funds, which carry no/negligible mark to market risks.
The below table analyses the Company’s non-derivative financial liabilities as at the reporting date, into relevant maturity groupings
based on the remaining period (as at that date) to the contractual maturity date. The amounts disclosed in the below table are the
contractual undiscounted cash flows.
` in crore
Carrying Up-to Above
1-5 years Total
amount 1 year 5 years
As at March 31, 2020
Lease liability 14.76 5.49 11.24 0.56 17.29
Trade and other payables 757.85 757.68 0.17 - 757.85
Total 772.61 763.17 11.41 0.56 775.14
As at March 31, 2019
Borrowings and future interest thereon 689.08 689.08 - - 689.08
Lease liability 18.84 5.38 13.46 - 18.84
Trade and other payables 807.69 807.45 0.24 - 807.69
Total 1,515.61 1,501.91 13.70 - 1,515.61
The below table analyses the Company’s derivative financial liabilities into relevant maturity groupings based on the remaining
period (as at the reporting date) to the contractual maturity date.
` in crore
As at As at
March 31, 2020 March 31, 2019
Current portion - 1.67
Non-current portion - -
Net - 1.67
All the derivative financial liabilities are included in the above analysis, as their contractual maturity dates are essential for the
understanding of the timing of the under-lying cash flows.

230 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Standalone

42. Capital management


The capital structure of the Company consists of net debt and total equity of the Company. The Company manages its capital
to ensure that the Company will be able to continue as going concern while maximising the return to stakeholders through an
optimum mix of debt and equity within the overall capital structure. The Company's risk management committee reviews the capital
structure of the Company considering the cost of capital and the risks associated with each class of capital.

43. Related Party Disclosure:


(a) Related parties and their relationship (as defined under IndAS-24 Related Party Disclosures)
Subsidiaries Other related parties
Direct 1. Tata Chemicals Ltd Provident Fund 
1 Rallis India Limited, India 2. Tata Chemicals Ltd. Employee Pension Fund 
2 Tata Chemicals International Pte. Limited (‘TCIPL’) (note 36) 3. Tata Chemicals Superannuation Fund 
3 Ncourage Social Enterprise Foundation 4. Tata Chemicals Employees Gratuity Trust
Indirect 5. TCL Employees Gratuity Fund
1 Rallis Chemistry Exports Limited, India 6. Rallis India Limited Management Staff Gratuity Fund
2 PT Metahelix Lifesciences Indonesia (PTLI), Indonesia Key Management Personnel
3 Valley Holdings Inc., United States of America 1. Mr. R. Mukundan, Managing Director and CEO
4 Tata Chemicals North America Inc., United States of America 2. Mr. Zarir Langrana, Executive Director
5 General Chemical International Inc., United States of America Promoter Group
6 NHO Canada Holdings Inc., United States of America 1. Tata Sons Private Ltd. India
7 Tata Chemicals (Soda Ash) Partners (TCSAP), United States of America ** List of subsidiaries and joint ventures of Tata Sons Private Ltd. @@
8 Tata Chemicals (Soda Ash) Partners Holdings(TCSAPH), United States of 1. TATA AIG General Insurance Company Limited
America **
9 TCSAP LLC,United States of America 2. Tata Autocomp Systems Limited
10 Homefield Pvt UK Limited, United Kingdom 3. Tata International Limited
11 TCE Group Limited (formerly known as Homefield 2 UK Limited) 4. Tata Consultancy Services Limited
12 Tata Chemicals Africa Holdings Limited, United Kingdom 5. TATA AIA Life Insurance Company Limited
13 Natrium Holdings Limited (formerly known as Tata Chemicals Europe 6. Tata Consulting Engineers Limited
Holdings Limited)
14 Tata Chemicals Europe Limited, United Kingdom 7. Infiniti Retail Limited
15 Winnington CHP Limited,United Kingdom 8. TASEC Limited (formely TAS-AGT Systems Limited)
16 Brunner Mond Group Limited, United Kingdom 9. Tata Teleservices Limited
17 Tata Chemicals Magadi Limited, United Kingdom 10. Ecofirst Services Limited
18 Northwich Resource Management Limited, United Kingdom 11. Tata Realty and Infrastructure Limited
19 Gusiute Holdings (UK) Limited, United Kingdom 12. Tata Investment Corporation Limited
20 TCNA (UK) Limited, United Kingdom 13. Ewart Investments Limited
21 British Salt Limited, United Kingdom 14. Simto Investment Company Limited
22 Cheshire Salt Holdings Limited, United Kingdom 15. Tata Autocomp Hendrickson Suspensions Private Limited
23 Cheshire Salt Limited, United Kingdom 16. Tata SmartFoodz Limited
24 Brinefield Storage Limited, United Kingdom 17. Tata SIA Airlines Limited
25 Cheshire Cavity Storage 2 Limited, United Kingdom 18. Tata Communications Limited
26 Cheshire Compressor Limited, United Kingdom 19. Tata Communications Collaboration Services Private Limited
27 Irish Feeds Limited,United Kingdom 20. Tata Teleservices (Maharashtra) Limited
28 New Cheshire Salt Works Limited, United Kingdom 21. Tata Digital Ltd.
29 Tata Chemicals (South Africa) Proprietary Limited, South Africa 22. Tata International Singapore PTE Ltd
30 Magadi Railway Company Limited, Kenya 23. Tata Elxsi Limited
31 Alcad, United States of America ** 24. Carbon Disclosure Project India
Joint Ventures @@ The above list includes the Companies with whom the
Direct Company has entered into the transactions during the course of
1. Indo Maroc Phosphore S.A., Morocco the year.
2. Tata Industries Limited
** a general partnership formed under the laws of the State of
Indirect
Delaware (USA).
1. The Block Salt Company Limited, United Kingdom
(Holding by New Cheshire Salt Works Limited)
2. JOil (S) Pte. Ltd and its subsidiaries
(Holding by Tata Chemicals International Pte. Limited)

231
(b) Transactions and balances with Related parties (as defined under Ind AS 24). ` in crore
Subsidiaries and Joint
Joint ventures of
Subsidiaries of Tata Chemicals Limited ventures of Tata Sons
Tata Chemicals Limited Promoter Private Limited
Ncourage
Gusiute Tata Chemicals Tata Tata Chemicals Homefield Tata British Indo Maroc Tata
Key
Rallis India Tata Other
Social
Holdings North America Chemicals International UK Private Chemicals Salt Phosphore Industries Tata Sons Consultancy Other
Limited, Metahelix Enterprise related Management Total
(UK) Inc, United States Magadi Pte. Limited, Limited, Europe Limited, S.A. Personnel Entities
India Limited Private Ltd. Services
parties
Limited Foundation
of America Limited, U.K Singapore U.K. Limited U.K Morocco Limited
(KMP)
Transactions with related parties
Investments - - - - - - - - - - - - - - - - - -
- - 2.50 - - - - - - - - - - - (3.48) - - (0.98)
Purchase of goods (includes - - - - 78.04 - 480.52 - - 0.10 - - - - - - - 558.66
stock in transit) - (net of returns) - - - - 55.17 2.62 457.94 - - 0.73 99.94 - - - - - - 616.40
Sales ( net ) 11.11 - - - - - - - - - - - - - - - - 11.11
11.29 - 4.03 - - - 0.44 - - - - - - - 0.05 - - 15.81
Sale of fixed assets - - - - - - - - - - - - - - - - - -
- - 2.44 - - - - - - - - - - - - - - 2.44
Other services - expenses & (0.96) (0.04) (1.14) - (1.91) (1.44) (0.05) - (2.44) - - 0.71 7.82 10.98 5.21 - - 16.74
Reimbursement of Expenses - - - - (1.84) (1.43) (0.04) - (1.82) - (0.18) - 12.50 8.80 5.16 - - 21.15
Other services - Income 0.07 0.01 0.02 - - 0.26 - 1.61 0.12 - - 0.16 0.10 - 0.16 - - 2.51
* 0.01 * - - 1.43 - 1.78 0.12 - - 0.01 0.19 - 0.17 - - 3.71
24.34 - - 1.59 - - - - - - 72.24 - 10.24 - 1.48 - - 109.89

232 I Integrated Annual Report 2019-20


Dividend received 24.34 - - 1.58 - - - - - - 58.43 - 8.19 - 1.55 - - 94.09
Miscellaneous purchases/ - - - - - - - - - - - - - - 5.22 - - 5.22
Services - - - - - - - - - - - - - - 2.51 - - 2.51
Dividend paid - - - - - - - - - - - 0.10 74.73 - 21.36 - - 96.19
- - - - - - - - - - - - 131.53 - 37.76 - - 169.29
Interest paid - - - - - - - - - - - - - - 0.10 - - 0.10
- - - - - - - - - - - - - - 0.40 - - 0.40
Grant paid - - - - - - - - - - - - - - - - - -
- - 7.50 - - - - - - - - - - - - - - 7.50
Redemption of Debentures - - - - - - - - - - - - - - 4.00 - - 4.00
- - - - - - - - - - - - - - - - - -
Deposit Received 0.04 - - - - - - - - - - - - - - - - 0.04
- - - - - - - - - - - - - - - - - -
Contributions to employee - - - - - - - - - - - - - - - 37.91 - 37.91
benefit trusts - - - - - - - - - - - - - - - 32.37 - 32.37
Other employees' related 0.61 - - - - - - - - - - - - - 0.08 - - 0.69
expenses 0.01 - - - - - - - - - - - - - - - - 0.01
Compensation to key Managerial Person
Short-term employee benefits - - - - - - - - - - - - - - - - 9.92 9.92
- - - - - - - - - - - - - - - - 10.51 10.51
Post-employment benefits - - - - - - - - - - - - - - - - 7.38 7.38
- - - - - - - - - - - - - - - - 1.75 1.75
Balances due from /to related parties
Amount receivables/advances/balances/ Loans
As at March 31, 2020 0.27 - - 2.27 0.32 - 62.07 700.03 - - - 0.03 - - 0.42 1.04 - 766.45
As at March 31, 2019 0.78 - - 2.07 - 0.01 56.73 639.81 - - - - - - 0.45 6.82 - 706.67
Impairment of loans
As at March 31, 2020 - - - - - - - (700.03) - - - - - - - - - (700.03)
As at March 31, 2019 - - - - - - - (639.81) - - - - - - - - - (639.81)
Refundable Deposit
As at March 31, 2020 0.04 - - - - - - - - - - - - - - - 0.04
As at March 31, 2019 - - - - - - - - - - - - - - - - -
Amount payables ( in respect of goods purchased and other services)
As at March 31, 2020 0.01 - - - - 236.29 - - 0.05 - 0.28 7.30 1.18 2.36 2.23 - 249.70
As at March 31, 2019 - * - 20.75 - 270.88 - - 0.31 - - 12.05 0.58 0.75 2.14 - 307.46
Amount receivable on account of any management contracts
As at March 31, 2020 0.66 0.01 0.76 0.63 0.69 0.02 0.85 0.97 - - 0.06 0.18 - 0.09 - - 4.92
As at March 31, 2019 (0.42) - * 0.63 0.33 0.02 0.38 0.33 - 0.07 0.04 0.16 - 0.23 - - 1.77
Footnotes:
1. For Investment in related parties refer note 8
2. For Guarantee to third parties on behalf of subsidiaries in related parties as at March 31 2020 refer 45.1.(b)
3. The above figures do not include provision for Compensated absences and contribution to gratuity fund, as separate figures are not available for the Managing Director and Whole-time
Director.
4. * value below ` 50,000
The figures in light print are for previous year
Integrated Report Statutory Reports Financial Statements
Standalone

44. Commitments ` in crore


As at As at
March 31, 2020 March 31, 2019
Estimated amount of contracts remaining to be executed on capital account and not provided for 289.57 269.94
Commitment towards partly paid investment 9.19 9.19

45. Contingent liabilities and assets


45.1 Contingent liabilities
(a) Claims not acknowledged by the Company relating to the cases contested by the Company and which, in the opinion of the
Management, are not likely to devolve on the Company relating to the following areas:
` in crore
As at As at
March 31, 2020 March 31, 2019
(i) Excise, Customs and Service Tax 86.41 41.31
(ii) Sales Tax 43.89 37.34
(iii) Demand for utility charges - 16.26
(iv) Labour and other claims against the Company not acknowledged as debt 24.60 25.40
(v) Income Tax 551.39 434.04
(pending before Appellate authorities in respect of which the Company is in appeal)
(vi) Income Tax 15.54 16.05
(decided in Company's favor by Appellate authorities and Department is in further appeal)
(vii) Contractual obligation upto 34.75 100.11
Item (i) to (vii)) above includes ` 34.75 crore (2019: ` 100.11 crore) relating to discontinued operations.
(b) Guarantees provided by the Company to third parties on behalf of subsidiaries aggregates USD 111.60 million & GBP 2.76 million
(` 870.19 crore) (2019: USD 54 million & GBP 2.76 million (` 398.39 crore)).

45.2 Contingent assets ` in crore


As at As at
March 31, 2020 March 31, 2019
(i) Income Tax 78.40 78.40
(pending before Appellate authorities in respect of which the Company is in appeal)

46. Approval of Standalone Financial Statements


The Standalone Financial Statements were approved for issue by the board of directors on May 15, 2020.

Signatures to notes forming part of the Standalone Financial Statements 1 - 46

As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary

233
Independent Auditors’ Report

To the Members of Tata Chemicals Limited responsibilities under those SAs are further described in the
Auditor’s Responsibilities for the Audit of the Consolidated Financial
Report on the Audit of Consolidated Financial Statements section of our report. We are independent of the Group
Statements and its joint ventures in accordance with the ethical requirements
Opinion that are relevant to our audit of the Consolidated Financial Statements
in terms of the Code of Ethics issued by the Institute of Chartered
We have audited the Consolidated Financial Statements
Accountants of India and the relevant provisions of the Act, and we
of Tata Chemicals Limited (hereinafter referred to as the
have fulfilled our other ethical responsibilities in accordance with
“Holding Company”) and its subsidiaries (Holding Company and
these requirements. We believe that the audit evidence obtained by
its subsidiaries together referred to as “the Group”) and its joint
us along with the consideration of audit reports of the other auditors
ventures , which comprise the Consolidated Balance Sheet as at
referred to in sub paragraph (a) of the “Other Matters” paragraph
March 31, 2020, and the Consolidated Statement of Profit and Loss
below, is sufficient and appropriate to provide a basis for our opinion
(including other comprehensive income), Consolidated Statement
on the Consolidated Financial Statements.
of Changes in Equity and Consolidated Statement of Cash Flows
for the year then ended, and notes to the Consolidated Financial
We draw attention to Note 36 of the Consolidated Financial
Statements, including a summary of significant accounting
Statements in respect of a Scheme of Arrangement amongst Tata
policies and other explanatory information (hereinafter referred
Chemicals Limited and Tata Consumer Products Limited (previously
to as “the Consolidated Financial Statements”).
Tata Global Beverages Limited) and their respective shareholders
and creditors (the ‘Scheme’) for demerger of Consumer Products
In our opinion and to the best of our information and according
Business of the Company. The Scheme has been given effect to
to the explanations given to us, and based on the consideration
from the Appointed Date of April 1, 2019 as approved by the
of reports of other auditors on separate Financial Statements of
National Company Law Tribunal and which is deemed to be the
such subsidiaries and joint ventures as were audited by the other
demerger date for the purpose of accounting and consequently
auditors, the aforesaid Consolidated Financial Statements give the
financial information in the Consolidated Statement of Profit and
information required by the Companies Act, 2013 (“Act”) in the
Loss for the year ended March 31, 2019 has been restated.
manner so required and give a true and fair view in conformity
with the accounting principles generally accepted in India, of the Our opinion is not modified in respect of this matter.
consolidated state of affairs of the Group and its joint ventures as at
March 31, 2020, of its consolidated profit and other comprehensive Key Audit Matters
income, consolidated changes in equity and consolidated cash
Key audit matters are those matters that, in our professional
flows for the year then ended.
judgment, were of most significance in our audit of the Consolidated
Financial Statements of the current period. These matters were
Basis for Opinion addressed in the context of our audit of the Consolidated Financial
We conducted our audit in accordance with the Standards on Statements as a whole, and in forming our opinion thereon, and
Auditing (SAs) specified under section 143(10) of the Act. Our we do not provide a separate opinion on these matters.

234 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

Description of Key Audit Matter


Revenue recognition (refer notes 2.18 and 27 to the Consolidated Financial Statements)

The Key Audit Matter (KAM) How the matter was addressed in our audit
Revenue is recognised when the control of the underlying Our audit procedures included:
products has been transferred to the customer.
• Assessing the revenue recognition policies of the Group
Revenue is measured based on transaction price, which is the including accounting for sales returns and discounts for
consideration, after deduction of estimated accruals for sales compliance with Ind AS;
returns and discounts (including rebates and incentives).
• The Group has manual and automated (information
Due to the Group’s sales under various contractual terms and across
technology – IT) controls on recording revenue and accruals
geographies, delivery to customers in different regions might take
for sales returns and discounts. We tested the design,
different time periods and may result in undelivered goods at the
implementation and operating effectiveness of these
period end. We consider there to be a risk of misstatement of the
controls. We involved our IT specialists for IT testing. In respect
Financial Statements related to transactions occurring close to the
of cut-off and fraud risk, we focused on controls around
year end, as transactions could be recorded in the wrong financial
the timely and accurate recording of sales transactions.
period (cut-off risk).
For auditing assumptions of discounts and estimates of
There is also a risk of revenue being overstated due to fraud sales returns, we focused on controls around the accurate
resulting from pressure on the Group to achieve performance recording of accruals for sales returns and discounts.
targets at the reporting period end.
Fraud and cut-off risk
The recognition and measurement of discounts involves
significant assumptions and estimates, particularly the expected • Performing testing on selected statistical samples of revenue
level of claims of each customer. transactions recorded during the year. We verified contractual
terms of the invoice, acknowledged delivery receipts and
Estimation of sales returns also involves significant judgement and
tested the transit time to deliver the goods. Our tests of detail
estimates. These factors include, for example, climatic conditions
focused on cut-off samples to verify only revenue pertaining
and the length of time between sales and sales returns, some of
to current year is recognised based on terms and conditions
which are beyond the control of the Group.
set out in sales contracts and delivery documents;
Accordingly, fraud and cut-off risks in revenue recognition
including accruals for sales returns and discounts is a key audit • Assessing high risk manual journals posted to revenue to
matter. identify unusual items.

Accrual for sales returns and discounts


• Selecting samples of revenue transactions and verifying
accruals for discounts in accordance with the eligibility
criteria mentioned in the marketing circulars;
• Evaluating the Group’s ability to accurately estimate the
accrual for sales returns and discounts. Comparing historically
recorded accruals to the actual amount of sales returns and
discounts.

235
Litigations and claims (refer notes 2.3.5, 2.27, 21 and 47 to the Consolidated Financial Statements)
The Key Audit Matter How the matter was addressed in our audit
The Group operates in various countries exposing it to a variety Our audit procedures included:
of different laws, regulations and interpretations thereof. The
• Obtaining an understanding of actual and potential
provisions and contingent liabilities relate to ongoing litigations
outstanding litigations and claims against the Group from
and claims with various authorities. Litigations and claims may
the respective entity’s in-house Legal Counsel and other
arise from direct and indirect tax proceedings, legal proceedings,
senior personnel of the Group and assessing their responses.
including regulatory and other government/department
proceedings, as well as investigations by authorities and
• Assessing status of the litigations and claims based on
commercial claims.
correspondence between the Group and the various tax/
legal authorities and legal opinions obtained by the Group.
Resolution of litigations and claims proceedings may span over
multiple years beyond 31 March 2020 due to the complexity
• Testing completeness of litigations and claims recorded by
and magnitude of the legal matters involved and may involve
assessing the Group’s legal expenses and the minutes of the
protracted negotiation or litigation.
Board meetings.

The computation of a provision or contingent liability requires


• Assessing and challenging the Group’s estimate of the
significant judgement by the Group because of the inherent
possible outcome of litigations and claims. This is based on
complexity in estimating future costs. The amount recognised as
the applicable tax laws and legal precedence by involving
a provision is the best estimate of the expenditure. The provisions
our tax specialists in taxation related matters. [and internal/
and contingent liabilities are subject to changes in the outcomes
external legal counsel.
of litigations and claims over time as new facts emerge as each
legal case progresses and positions taken by the Group. • Evaluating judgements made by the Group by comparing
the estimates of prior year to the actual outcome;
There is inherent complexity and magnitude of potential
exposures is significant across the Group. Significant judgment is • Assessing and testing the adequacy and completeness of the
necessary to estimate the likelihood, timing and amount of the Group’s disclosures in respect of litigations and claims.
cash outflows, interpretations of the legal aspects, legislations and
judgements previously made by the authorities. Accordingly, this
is identified as a key audit matter.

236 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

Impairment evaluation of goodwill and mining rights (refer notes 2.3.1, 2.16, 7 and 8 to the Consolidated Financial Statements)
The Key Audit Matter How the matter was addressed in our audit
The carrying amount of goodwill and mining rights represents Our audit procedures included the following:
36% of the Group’s total assets. • Assessing the identification of relevant Cash Generating Units
The Group tests goodwill for impairment annually, or more (CGU) to which goodwill is allocated and to which mining
frequently when there is an indication that the cash generating rights belong that are being tested;
unit to which goodwill has been allocated may be impaired. • Assessing the accuracy of prior period forecasts of the CGU
Mining rights are tested for impairment when there is an indication with the actual financial performance of the CGU;
that these may be impaired.
• Challenging the assumptions used in impairment analysis,
With the spread of COVID-19 in India and globally, demand such as growth rate, discount rate, forecasted gross margins
loss is expected for the products of the Group. We consider the and forecasted revenue. This was based on our knowledge
impairment testing of goodwill and mining rights by the Group to of the Group and the markets in which the CGU operates.
involve significant estimates and judgment. We took assistance of our valuation specialists for the above
We identified the impairment assessment of goodwill and mining testing.
rights as a key audit matter since the assessment process is • Performing sensitivity analysis of the key assumptions, such
complex and judgmental by nature and is based on assumptions as growth rates, discount rate, forecasted gross margins and
relating to: forecast revenue used in determining the recoverable value;
- Identifying Cash Generating Unit (‘CGU’) for allocation of • Evaluating the adequacy of disclosures of key assumptions,
goodwill; judgements and sensitivities in respect of goodwill and
- projected future cash inflows; mining rights.
- expected growth rate and profitability;
- discount rate;
- perpetuity value based on long term growth rate;
- sensitivity analyses; and macro-economic growth factors.

Employee benefits provision (refer notes notes 2.20, 21 and 40 to the Consolidated Financial Statements)
The Key Audit Matter How the matter was addressed in our audit
The valuation of employee benefits by the Group’s UK and US Our audit procedures included:
subsidiaries is performed annually with the assistance of external • Involving our actuarial specialists to assist us in evaluating all
independent actuaries. pension plans;
This involves significant estimates and judgment. There are • Assessing and testing the valuation methodology used by
inherent uncertainties involved in estimating salary increase, the actuary;
mortality rate, return on plan assets, discount rate and changes in • Evaluating the competency of the experts appointed by the
provisions of pension laws. Group;
These estimates of the Group and our related skeptical judgements • Challenging assumptions used by the Group based on
are considered to be significant to our overall audit strategy and externally derived data in relation to key inputs such as
planning. Accordingly, we have considered employee benefits inflationary expectations, discount rates and mortality rates
provision for certain components of the Group as a key audit with the assistance of our subject matter experts;
matter.
• Identifying any changes in actuarial assumptions resulting
into actuarial gain or loss;
• Performing sensitivity analysis on the assumptions with the
assistance of our subject matter experts;.
• Assessing and testing the adequacy of disclosures of key
assumptions and sensitivities in respect of the employee
benefits provision.

237
Demerger of Consumer Products Business (refer note 36 to the Consolidated Financial Statements)
The Key Audit Matter How the matter was addressed in our audit
The Group has demerged its Consumer Products Business Our audit procedures included:
(CPB) division to Tata Consumer Products Limited (“TCPL”) (‘the • Obtaining and evaluating the Scheme for identification of
demerger’) pursuant to a Scheme of Arrangement (‘the scheme’). the assets and liabilities to be transferred;
The Scheme of arrangement was approved by the National
• Evaluating the accounting treatment of the Demerger in line
Company Law Tribunal (NCLT) with an Appointed date of April 1,
with the applicable accounting standards and applicable tax
2019.
and other statutes;
The demerger of the CPB division has significant measurement
• Assessing and testing the accounting entries recorded
and disclosure impacts on the Group’s Consolidated Financial
in the books by the Group in respect of the Demerger for
Statements. This involves identification of assets and liabilities to
compliance with the accounting treatment assessed above;
be transferred which is subject to provisions of the Scheme and is
accordingly considered a key audit matter. • Assessing and testing the adequacy of the Group’s disclosures
in respect of the Demerger for compliance with applicable
accounting standards.

Information Other than the Consolidated Financial under section 133 of the Act. The respective Management and
Statements and Auditors’ Report Thereon” Board of Directors of the companies included in the Group and
The Holding Company’s management and Board of Directors of its joint ventures are responsible for maintenance of adequate
are responsible for the other information. The other information accounting records in accordance with the provisions of the Act
comprises the information included in the Holding Company’s for safeguarding the assets of each company. and for preventing
annual report, but does not include the Consolidated Financial and detecting frauds and other irregularities; the selection and
Statements and our auditors’ report thereon. application of appropriate accounting policies; making judgments
Our opinion on the Consolidated Financial Statements does not and estimates that are reasonable and prudent; and the design,
cover the other information and we do not express any form of implementation and maintenance of adequate internal financial
assurance conclusion thereon. controls, that were operating effectively for ensuring accuracy
and completeness of the accounting records, relevant to the
In connection with our audit of the Consolidated Financial
preparation and presentation of the Consolidated Financial
Statements, our responsibility is to read the other information and,
Statements that give a true and fair view and are free from material
in doing so, consider whether the other information is materially
misstatement, whether due to fraud or error, which have been
inconsistent with the Consolidated Financial Statements or our
knowledge obtained in the audit or otherwise appears to be used for the purpose of preparation of the Consolidated Financial
materially misstated. If, based on the work we have performed Statements by the Management and Directors of the Holding
and based on the work done/audit reports of other auditors, Company, as aforesaid.
we conclude that there is a material misstatement of this other In preparing the Consolidated Financial Statements, the respective
information, we are required to report that fact. We have nothing Management and Board of Directors of the companies included in
to report in this regard. the Group and of its joint ventures are responsible for assessing the
ability of each company to continue as a going concern, disclosing,
Management’s and Board of Directors’ as applicable, matters related to going concern and using the
Responsibilities for the Consolidated Financial going concern basis of accounting unless the respective Board
Statements
of Directors either intends to liquidate the Company or to cease
The Holding Company’s Management and Board of Directors operations, or has no realistic alternative but to do so.
are responsible for the preparation and presentation of these
The respective Board of Directors of the companies included in
Consolidated Financial Statements in term of the requirements
the Group and its joint ventures is responsible for overseeing the
of the Act that give a true and fair view of the consolidated state
financial reporting process of each company.
of affairs, consolidated profit and other comprehensive income,
Consolidated Statement of Changes in Equity and Consolidated Auditor’s Responsibilities for the Audit of the
Statement of Cash Flows of the Group including its joint ventures in Consolidated Financial Statements
accordance with the accounting principles generally accepted in Our objectives are to obtain reasonable assurance about whether
India, including the Indian Accounting Standards (Ind AS) specified the Consolidated Financial Statements as a whole are free from

238 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

material misstatement, whether due to fraud or error, and to disclosures, and whether the Consolidated Financial
issue an auditor’s report that includes our opinion. Reasonable Statements represent the underlying transactions and events
assurance is a high level of assurance, but is not a guarantee that in a manner that achieves fair presentation.
an audit conducted in accordance with SAs will always detect a
material misstatement when it exists. Misstatements can arise • Obtain sufficient appropriate audit evidence regarding the
from fraud or error and are considered material if, individually or financial information of such entities or business activities
in the aggregate, they could reasonably be expected to influence within the Group and its joint ventures to express an
the economic decisions of users taken on the basis of these opinion on the Consolidated Financial Statements. We are
Consolidated Financial Statements. responsible for the direction, supervision and performance
of the audit of financial information of such entities included
As part of an audit in accordance with SAs, we exercise professional in the Consolidated Financial Statements of which we are the
judgment and maintain professional skepticism throughout the independent auditors. For the other entities included in the
audit. We also: Consolidated Financial Statements, which have been audited
• Identify and assess the risks of material misstatement of the by other auditors, such other auditors remain responsible for
Consolidated Financial Statements, whether due to fraud or the direction, supervision and performance of the audits
error, design and perform audit procedures responsive to carried out by them. We remain solely responsible for our
those risks, and obtain audit evidence that is sufficient and audit opinion. Our responsibilities in this regard are further
appropriate to provide a basis for our opinion. The risk of not described in para (a) of the section titled ‘Other Matters’ in
detecting a material misstatement resulting from fraud is this audit report.
higher than for one resulting from error, as fraud may involve
collusion, forgery, intentional omissions, misrepresentations, We believe that the audit evidence obtained by us along with
or the override of internal control. the consideration of audit reports of the other auditors referred
to in sub-paragraph (a) of the Other Matters paragraph below, is
• Obtain an understanding of internal control relevant to the sufficient and appropriate to provide a basis for our audit opinion
audit in order to design audit procedures that are appropriate on the Consolidated Financial Statements.
in the circumstances. Under section 143(3)(i) of the Act,
we are also responsible for expressing our opinion on the We communicate with those charged with governance of
internal financial controls with reference to the Consolidated the Holding Company and such other entities included in
Financial Statements and the operating effectiveness of such the Consolidated Financial Statements of which we are the
controls based on our audit. independent auditors regarding, among other matters, the
planned scope and timing of the audit and significant audit
• Evaluate the appropriateness of accounting policies used findings, including any significant deficiencies in internal control
and the reasonableness of accounting estimates and related that we identify during our audit.
disclosures made by the Management and Board of Directors.

• Conclude on the appropriateness of Management and Board We also provide those charged with governance with a statement
of Directors use of the going concern basis of accounting that we have complied with relevant ethical requirements
in preparation of Consolidated Financial Statements and, regarding independence, and to communicate with them all
based on the audit evidence obtained, whether a material relationships and other matters that may reasonably be thought
uncertainty exists related to events or conditions that to bear on our independence, and where applicable, related
may cast significant doubt on the appropriateness of this safeguards.
assumption. If we conclude that a material uncertainty exists,
we are required to draw attention in our auditor’s report to the From the matters communicated with those charged with
related disclosures in the Consolidated Financial Statements governance, we determine those matters that were of most
or, if such disclosures are inadequate, to modify our opinion. significance in the audit of the Consolidated Financial Statements
Our conclusions are based on the audit evidence obtained of the current period and are therefore the key audit matters.
up to the date of our auditor’s report. However, future events We describe these matters in our auditors’ report unless law or
or conditions may cause the Group and its joint ventures to regulation precludes public disclosure about the matter or when,
cease to continue as a going concern. in extremely rare circumstances, we determine that a matter
should not be communicated in our report because the adverse
• Evaluate the overall presentation, structure and content consequences of doing so would reasonably be expected to
of the Consolidated Financial Statements, including the outweigh the public interest benefits of such communication.

239
Other Matters 2 joint ventures, whose Financial Statements have not
been audited by us or by other auditors. These unaudited
(a) We did not audit the Financial Statements of 30 subsidiaries,
Financial Statements have been furnished to us by the
whose Financial Statements reflect total assets of ` 15,788.10
Holding Company’s Management and our opinion on the
crore as at March 31, 2020, total revenues of ` 5,197.92 crore
Consolidated Financial Statements, in so far as it relates to
and net cash flows amounting to ` 309.72 crore for the the amounts and disclosures included in respect of these
year ended on that date, as considered in the Consolidated subsidiaries and joint ventures and our report in terms of
Financial Statements. The Consolidated Financial Statements sub-section (3) of Section 143 of the Act in so far as it relates
also include the Group’s share of net profit (and other to the aforesaid subsidiaries and joint ventures is based solely
comprehensive income) of ` 5.45 crore for the year ended on such unaudited Financial Statements. In our opinion and
March 31, 2020, in respect of 2 joint ventures, whose Financial according to the information and explanations given to us
Statements have not been audited by us. These Financial by the Holding Company’s Management, these unaudited
Statements have been audited by other auditors whose Financial Statements are not material to the Group.
reports have been furnished to us by the Holding Company’s
Our opinion on the Consolidated Financial Statements, and
Management and our opinion on the Consolidated Financial
our report on Other Legal and Regulatory Requirements
Statements, in so far as it relates to the amounts and
below, is not modified in respect of the above matters with
disclosures included in respect of these subsidiaries and
respect to our reliance on the work done and the reports of
joint ventures, and our report in terms of sub-section (3) of the other auditors and the Financial Statements certified by
Section 143 of the Act, in so far as it relates to the aforesaid the Holding Company’s Management.
subsidiaries and joint ventures is based solely on the audit
reports of the other auditors. Report on Other Legal and Regulatory
Requirements
Certain of these subsidiaries and joint ventures are located As required by Section 143(3) of the Act, based on our audit and
outside India whose Financial Statements and other financial on the consideration of reports of the other auditors on separate
information have been prepared in accordance with Financial Statements of such subsidiaries and joint ventures as
accounting principles generally accepted in their respective were audited by other auditors, as noted in the ‘Other Matters’
countries and which have been audited by other auditors paragraph, we report, to the extent applicable, that:
under generally accepted auditing standards applicable
in their respective countries. The Company’s management a) 
We have sought and obtained all the information and
has converted the Financial Statements of such subsidiaries explanations which to the best of our knowledge and belief
and joint ventures located outside India from accounting were necessary for the purposes of our audit of the aforesaid
principles generally accepted in their respective countries Consolidated Financial Statements.
to accounting principles generally accepted in India. We
have audited these conversion adjustments made by the b) In our opinion, proper books of account as required by
Company’s management. Our opinion in so far as it relates law relating to preparation of the aforesaid Consolidated
to the balances and affairs of such subsidiaries and joint Financial Statements have been kept so far as it appears from
ventures located outside India is based on the reports of our examination of those books and the reports of the other
other auditors and the conversion adjustments prepared by auditors.
the management of the Company and audited by us.
c) The Consolidated Balance Sheet, the Consolidated
(b) The Financial Statements of 2 subsidiaries, whose Financial Statement of Profit and Loss (including other comprehensive
Statements reflect total assets of ` 89.02 crore as at March income), the Consolidated Statement of Changes in Equity
31, 2020, total revenues of ` 164.97 crore and net cash flows and the Consolidated Statement of Cash Flows dealt with
amounting to ` 4.16 crore for the year ended on that date, by this Report are in agreement with the relevant books of
as considered in the Consolidated Financial Statements, account maintained for the purpose of preparation of the
have not been audited either by us or by other auditors. The Consolidated Financial Statements.
Consolidated Financial Statements also include the Group’s
share of net loss (and other comprehensive income) of ` d) 
In our opinion, the aforesaid Consolidated Financial
44.16 crore for the year ended March 31, 2020, as considered Statements comply with the Ind AS specified under section
in the Consolidated Financial Statements, in respect of 133 of the Act.

240 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

e) On the basis of the written representations received from the iii. 
There has been no delay in transferring amounts to the
directors of the Holding Company and taken on record by the Investor Education and Protection Fund by the Holding
Board of Directors of the Holding Company and the reports Company or its subsidiary companies and joint ventures
of the statutory auditors of its subsidiary companies and joint incorporated in India during the year ended March 31,
ventures incorporated in India, none of the directors of the 2020, except for ` 0.57 crores, wherein legal disputes
Group companies and joint ventures incorporated in India is with regard to ownership have remained unresolved.
disqualified as on March 31, 2020 from being appointed as a
director in terms of Section 164(2) of the Act. iv. 
The disclosures in the Consolidated Financial
Statements regarding holdings as well as dealings in
With respect to the adequacy of the internal financial
f )  specified bank notes during the period from November
controls with reference to Consolidated Financial Statements 8, 2016 to December 30, 2016 have not been made in
of the Holding Company, its subsidiary companies and the Consolidated Financial Statements since they do
joint ventures incorporated in India and the operating not pertain to the financial year ended March 31, 2020.
effectiveness of such controls, refer to our separate Report in
“Annexure A”. B. With respect to the matter to be included in the Auditor’s
report under Section 197(16) of the Act:
A. With respect to the other matters to be included in the
In our opinion and according to the information and
Auditor’s Report in accordance with Rule 11 of the Companies
explanations given to us and based on the reports of the
(Audit and Auditor’s) Rules, 2014, in our opinion and to the
statutory auditors of such subsidiary companies and joint
best of our information and according to the explanations
ventures incorporated in India which were not audited
given to us and based on the consideration of the reports
by us, the remuneration paid during the current year by
of the other auditors on separate Financial Statements of
the Holding Company, its subsidiary companies and joint
the subsidiaries and joint ventures , as noted in the ‘Other
ventures to its directors is in accordance with the provisions
Matters’ paragraph:
of Section 197 of the Act. The remuneration paid to any
director by the Holding Company, its subsidiary companies
i. 
The Consolidated Financial Statements disclose the and joint ventures is not in excess of the limit laid down
impact of pending litigations as at March 31, 2020 under Section 197 of the Act. The Ministry of Corporate
on the consolidated financial position of the Group Affairs has not prescribed other details under Section 197(16)
and its joint ventures. Refer Notes 21 and 47 to the of the Act which are required to be commented upon by us.
Consolidated Financial Statements.
For B S R & Co. LLP
ii. 
Provision has been made in the Consolidated Financial Chartered Accountants
Statements, as required under the applicable law or Firm’s Registration No: 101248W/ W-100022
Ind AS, for material foreseeable losses, on long-term
contracts including derivative contracts. Refer Note 20
Vijay Mathur
to the Consolidated Financial Statements in respect
Partner
of such items as it relates to the Group and its joint
Mumbai Membership No: 046476
ventures .
May 15, 2020 UDIN : 20046476AAAABS5857

241
Annexure A to the Independent Auditors’ Report
on the Consolidated Financial Statements of Tata
Chemicals Limited for the Year ended March 31 2020
Report on the Internal Financial Controls with and detection of frauds and errors, the accuracy and completeness
Reference to the Aforesaid Consolidated Financial of the accounting records, and the timely preparation of reliable
Statements under Clause (i) of Sub-Section 3 of financial information, as required under the Companies Act, 2013
Section 143 of the Companies Act, 2013 (hereinafter referred to as “the Act”).
(Referred to in paragraph A (f ) under ‘Report on Other Legal and
Regulatory Requirements’ section of our report of even date) Auditors’ Responsibility
Our responsibility is to express an opinion on the internal financial
Opinion controls with reference to Consolidated Financial Statements
We have audited the internal financial controls with reference based on our audit. We conducted our audit in accordance with the
to Consolidated Financial Statements of Tata Chemicals Limited Guidance Note and the Standards on Auditing, prescribed under
(hereinafter referred to as “the Holding Company”) and such Section 143(10) of the Act, to the extent applicable to an audit of
companies incorporated in India under the Companies Act, internal financial controls with reference to Consolidated Financial
2013 which are its subsidiary companies as of March 31 2020 Statements. Those Standards and the Guidance Note require that
in conjunction with our audit of the Consolidated Financial we comply with ethical requirements and plan and perform the
Statements of the Holding Company for the year ended on that audit to obtain reasonable assurance about whether adequate
date. internal financial controls with reference to Consolidated Financial
Statements were established and maintained and whether such
controls operated effectively in all material respects.
In our opinion, the Holding Company and such companies
incorporated in India which are its subsidiary companies have,
Our audit involves performing procedures to obtain audit
in all material respects, adequate internal financial controls with
evidence about the adequacy of the internal financial controls
reference to Consolidated Financial Statements and such internal
with reference to Consolidated Financial Statements and their
financial controls were operating effectively as at March 31
operating effectiveness. Our audit of internal financial controls
2020, based on the internal financial controls with reference to
with reference to Consolidated Financial Statements included
Consolidated Financial Statements criteria established by such
obtaining an understanding of such internal financial controls,
companies considering the essential components of internal
assessing the risk that a material weakness exists, and testing
control stated in the Guidance Note on Audit of Internal Financial
and evaluating the design and operating effectiveness of internal
Controls Over Financial Reporting issued by the Institute of
control based on the assessed risk. The procedures selected
Chartered Accountants of India (the “Guidance Note”).
depend on the auditor’s judgment, including the assessment of
the risks of material misstatement of the Consolidated Financial
Management’s Responsibility for Internal Statements, whether due to fraud or error.
Financial Controls
The respective Company’s management and the Board of Directors We believe that the audit evidence we have obtained, is sufficient
of the Holding Company and its subsidiary companies which are and appropriate to provide a basis for our audit opinion on the
companies incorporated in India, are responsible for establishing internal financial controls with reference to Consolidated Financial
and maintaining internal financial controls based on the internal Statements.
financial controls with reference to Consolidated Financial
Statements criteria established by the respective companies Meaning of Internal Financial controls with
considering the essential components of internal control stated Reference to Consolidated Financial Statements
in the Guidance Note. These responsibilities include the design, A company’s internal financial controls with reference to
implementation and maintenance of adequate internal financial Consolidated Financial Statements is a process designed to provide
controls that were operating effectively for ensuring the orderly and reasonable assurance regarding the reliability of financial reporting
efficient conduct of its business, including adherence to respective and the preparation of Consolidated Financial Statements for
company’s policies, the safeguarding of its assets, the prevention external purposes in accordance with generally accepted accounting

242 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

principles. A company’s internal financial controls with reference the possibility of collusion or improper management override of
to Consolidated Financial Statements include those policies and controls, material misstatements due to error or fraud may occur
procedures that (1) pertain to the maintenance of records that, in and not be detected. Also, projections of any evaluation of the
reasonable detail, accurately and fairly reflect the transactions and internal financial controls with reference to Consolidated Financial
dispositions of the assets of the company; (2) provide reasonable Statements to future periods are subject to the risk that the
assurance that transactions are recorded as necessary to permit internal financial controls with reference to Consolidated Financial
preparation of Consolidated Financial Statements in accordance Statements may become inadequate because of changes in
with generally accepted accounting principles, and that receipts and conditions, or that the degree of compliance with the policies or
expenditures of the company are being made only in accordance procedures may deteriorate.
with authorizations of management and directors of the company;
and (3) provide reasonable assurance regarding prevention or
timely detection of unauthorized acquisition, use, or disposition For B S R & Co. LLP
of the company’s assets that could have a material effect on the Chartered Accountants
Consolidated Financial Statements. Firm’s Registration No: 101248W/ W-100022

Inherent Limitations of Internal Financial controls


with Reference to Consolidated Financial Vijay Mathur
Statements Partner
Because of the inherent limitations of internal financial controls Mumbai Membership No: 046476
with reference to Consolidated Financial Statements, including May 15, 2020 UDIN : 20046476AAAABS5857

243
Consolidated Balance Sheet as at March 31, 2020 ` in crore
As at As at
Note
March 31, 2020 March 31, 2019
I. ASSETS
(1) Non-current assets
(a) Property, plant and equipment 4 5,121.45 4,293.41
(b) Capital work-in-progress 787.80 735.84
(c) Investment property 5 21.24 27.21
(d) Right of use assets 6 260.68 -
(e) Goodwill on consolidation 7 1,954.23 1,811.03
(f ) Goodwill 45.53 48.00
(g) Other intangible assets 8 7,952.48 7,371.34
(h) Intangible assets under development 47.22 37.99
(i) Investments in joint ventures 9(a) 770.31 870.56
(j) Financial assets
(i) Other investments 9(b) 1,913.47 2,492.37
(ii) Loans 10 9.99 7.87
(iii) Other financial assets 11 4.93 7.35
(k) Deferred tax assets (net) 22 15.31 36.24
(l) Advance tax assets (net) 25(a) 699.92 815.00
(m) Other non-current assets 12 285.32 252.40
Total non-current assets 19,889.88 18,806.61
(2) Current assets
(a) Inventories 13 1,869.16 1,725.58
(b) Financial assets
(i) Investments 9(c) 1,601.02 2,252.34
(ii) Trade receivables 14 1,579.92 1,452.50
(iii) Cash and cash equivalents 15 1,254.26 1,888.38
(iv) Bank balances other than (iii) above 15 825.26 63.81
(v) Loans 10 0.23 1.33
(vi) Other financial assets 11 139.01 340.79
(c) Current tax assets (net) 25(a) 137.00 3.51
(d) Other current assets 12 452.19 370.07
7,858.05 8,098.31
Assets classified as held for sale 26 4.27 -
Total current assets 7,862.32 8,098.31
Total assets 27,752.20 26,904.92
II. EQUITY AND LIABILITIES
Equity
(a) Equity share capital 16 254.82 254.82
(b) Other equity 17 12,642.84 12,086.45
Equity attributable to equity share holders 12,897.66 12,341.27
Non-controlling interests 18 763.77 2,914.67
Total equity 13,661.43 15,255.94
Liabilities
(1) Non-current liabilities
(a) Financial liabilities
(i) Borrowings 19 3,473.36 4,769.33
(ii) Lease liabilities 39 188.00 13.58
(iii) Other financial liabilities 20 151.53 48.08
(b) Provisions 21 1,653.52 1,503.92
(c) Deferred tax liabilities (net) 22 1,437.94 1,297.18
(d) Other non-current liabilities 23 98.07 68.25
Total non-current liabilities 7,002.42 7,700.34
(2) Current liabilities
(a) Financial liabilities
(i) Borrowings 19 1,912.94 352.46
(ii) Trade payables
- Outstanding dues of micro enterprises and small enterprises 24 7.52 20.93
- Outstanding dues of creditors other than above 24 1,623.40 1,454.40
(iii) Other financial liabilities 20 2,687.23 1,454.55
(b) Other current liabilities 23 384.42 249.79
(c) Provisions 21 276.90 280.33
(d) Current tax liabilities (net) 25(b) 195.94 136.18
Total current liabilities 7,088.35 3,948.64
Total liabilities 14,090.77 11,648.98
Total equity and liabilities 27,752.20 26,904.92
Notes forming part of the Consolidated Financial Statements 1-49
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary

244 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

Consolidated Statement of Profit and Loss for the year ended March 31, 2020
` in crore
Year ended Year ended
Note March 31, 2020 March 31, 2019
(Restated)
I. Revenue from operations 27 10,356.75 10,336.72
II. Other income 28 311.12 409.46
III. Total income (I+II) 10,667.87 10,746.18
IV. Expenses
a) Cost of materials consumed 1,844.23 1,773.73
b) Purchases of stock-in-trade 252.44 244.39
c) Changes in inventories of finished goods, work-in-progress and stock-in-trade 29 (128.27) (16.13)
d) Employee benefits expense 30 1,375.37 1,318.49
e) Finance costs 31 341.91 353.70
f ) Depreciation and amortisation expense 32 666.47 568.50
g) Other expenses 33 5,063.81 5,235.78
Total expenses (a to g) 9,415.96 9,478.46
V. Profit before exceptional items, share of profit of joint ventures and tax (III-IV) 1,251.91 1,267.72
VI. Exceptional gain (net) 34 - 70.33
VII. Profit after exceptional items, before share of profit of joint ventures and tax (V+VI) 1,251.91 1,338.05
VIII. Share of (loss)/profit of joint ventures (net of tax) 9(a) (3.85) 99.21
IX. Profit before tax (VII+VIII) 1,248.06 1,437.26
X. Tax expense
(a) Current tax 35 266.33 308.61
(b) Deferred tax 35 (46.68) (34.17)
Total tax expense (a+b) 219.65 274.44
XI. Profit for the year from continuing operations (IX-X) 1,028.41 1,162.82
XII. Profit before tax from discontinued operations 36 - 293.18
XIII. Exceptional gain from discontinued operations (net) 36 6,128.08 -
XIV. Share of profit of joint ventures (net of tax) 9(a), 36 31.34 -
XV. Tax expense of discontinued operations 36 (40.32) 69.15
XVI. Profit for the year from discontinued operations (XII+XIII+XIV-XV) 6,199.74 224.03
XVII. Profit for the year (XI+XVI) 7,228.15 1,386.85
XVIII. Other comprehensive income (net of tax) (‘OCI’)
A (i) Items that will not be reclassified to the Consolidated Statement of Profit and Loss
- Changes in fair value of investments in equities carried at fair value through OCI (579.88) 267.18
- Remeasurement of defined employee benefit plans (note 40) (68.58) 88.53
(ii) Income tax relating to items that will not be reclassified to the Consolidated Statement of Profit and Loss (95.79) 35.72
(iii) Share of other comprehensive income in joint ventures (net of tax) (76.39) -
B (i) Items that will be reclassified to the Consolidated Statement of Profit and Loss
- Effective portion of gain/(loss) on cash flow hedges (230.77) (68.54)
- Changes in foreign currency translation reserve 439.14 336.39
(ii) Income tax relating to items that will be reclassified to the Consolidated Statement of Profit and Loss (4.20) 1.71
(iii) Share of other comprehensive income in joint ventures (net of tax) 10.19 -
Total other comprehensive income (net of tax) (A (i-ii+iii) +B (i-ii+iii)) (406.30) 586.13
XIX. Total comprehensive income for the year (XVII+XVIII) 6,821.85 1,972.98
XX. Profit for the year from continuing operations (XI)
Attributable to:
(i) Equity shareholders of the Company 806.59 931.88
(ii) Non-controlling interests 221.82 230.94
1,028.41 1,162.82
XXI. Profit for the year from discontinued operations (XVI)
Attributable to:
(i) Equity shareholders of the Company 6,199.74 224.03
(ii) Non-controlling interests - -
6,199.74 224.03
XXII. Profit for the year (XVII)
Attributable to:
(i) Equity shareholders of the Company 7,006.33 1,155.91
(ii) Non-controlling interests 221.82 230.94
7,228.15 1,386.85
XXIII. Other comprehensive income (net of tax) (XVIII)
Attributable to:
(i) Equity shareholders of the Company (456.88) 453.40
(ii) Non-controlling interests 50.58 132.73
(406.30) 586.13
XXIV. Total comprehensive income for the year (XIX)
Attributable to:
(i) Equity shareholders of the Company 6,549.45 1,609.31
(ii) Non-controlling interests 272.40 363.67
6,821.85 1,972.98
XXV. Earnings per share for continuing operations (in `)
- Basic and Diluted 37 31.66 36.59
XXVI. Earnings per share for discontinued operations (in `)
- Basic and Diluted 37 243.36 8.79
XXVII. Earnings per share for continuing and discontinued operations (in `)
- Basic and Diluted 37 275.02 45.38
Notes forming part of the Consolidated Financial Statements 1-49
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary

245
Consolidated Statement of Changes in Equity for the year ended March 31, 2020
a. Equity share capital (note 16)
` in crore
Balance as at March 31, 2020 254.82
Balance as at March 31, 2019 254.82

b. Other equity (note 17) and non-controlling interests (note 18) ` in crore
Other Equity Total Non-
Reserves and surplus Items of other comprehensive income attributable controlling
Equity Effective to the equity interests
Capital reserve Foreign
Capital Debenture instruments portion shareholders
and other Securities General Retained currency
redemption redemption through other of cash of the parent
reserves from premium reserve earnings * translation
reserve reserve comprehensive flow
amalgamation reserve
income hedges

246 I Integrated Annual Report 2019-20


Balance as at April 1, 2018 20.73 1,258.89 0.10 240.00 1,282.47 4,626.08 1,941.85 19.31 1,457.46 10,846.89 2,717.16
Profit for the year - - - - - 1,155.91 - - - 1,155.91 230.94
Other comprehensive income (net of tax) - - - - - 82.14 234.22 (73.77) 210.81 453.40 132.73
Total comprehensive income for the year - - - - - 1,238.05 234.22 (73.77) 210.81 1,609.31 363.67
Transferred to Retained earnings - sale of non- - - - - - 4.39 (4.39) - - - -
current investments
Dividends including tax on dividend - - - - - (675.66) - - - (675.66) (167.50)
Changes in ownership interests in Joint ventures
Joint venture accounting (note 9(a) and 38) 305.91 - - - - - - - - 305.91 -
Changes in ownership interests in subsidiaries
Additional contribution by NCI - - - - - - - - - - 1.34
Balance as at March 31, 2019 326.64 1,258.89 0.10 240.00 1,282.47 5,192.86 2,171.68 (54.46) 1,668.27 12,086.45 2,914.67
Transition impact of Ind AS 116 (note 39) - - - - - (14.95) - - - (14.95) (2.19)
Restated balance as at April 1, 2019 326.64 1,258.89 0.10 240.00 1,282.47 5,177.91 2,171.68 (54.46) 1,668.27 12,071.50 2,912.48
Profit for the year - - - - - 7,006.33 - - - 7,006.33 221.82
Other comprehensive income (net of tax) - - - - - (26.97) (603.66) (220.53) 394.28 (456.88) 50.58
Total comprehensive income for the year - - - - - 6,979.36 (603.66) (220.53) 394.28 6,549.45 272.40
Transferred from Debenture redemption reserve - - - (240.00) 240.00 - - - - - -
Dividends including tax on dividend - - - - - (383.89) - - - (383.89) (171.18)
Deemed dividend on demerger (note 36) - - - - - (6,307.97) - - - (6,307.97) -
Refund of tax on dividend - - - - - 1.65 - - - 1.65 -
Impact on Merger of Zero Waste to Rallis - - - - - 0.14 - - - 0.14 0.14
Joint venture Reserve movement - - - - - 0.30 - - - 0.30 -
Changes in ownership interests in subsidiaries
Acquisition of non-controlling interests (note 38) - - - - - 718.30 - (6.64) - 711.66 (2,250.07)
Balance as at March 31, 2020 326.64 1,258.89 0.10 - 1,522.47 6,185.80 1,568.02 (281.63) 2,062.55 12,642.84 763.77
* including remeasurement of defined employee benefit plans
Notes forming part of the Consolidated Financial Statements - (note 1-49)

As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary
Integrated Report Statutory Reports Financial Statements
Consolidated

Consolidated Statement of Cash Flows for the year ended March 31, 2020
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
A Cash flows from operating activities
Profit before tax from continuing operations 1,248.06 1,437.26
Profit before tax from discontinued operations 6,159.42 293.18
7,407.48 1,730.44
Adjustments for :
Depreciation and amortisation expense 666.47 571.39
Provision for exceptional items (note 36) 92.07 -
Finance costs 341.91 365.28
Interest income (59.81) (85.31)
Dividend income (27.31) (24.09)
Gain on demerger of discontinued operation (net) (note 36) (6,220.15) -
Share of profit of joint ventures (27.49) (99.21)
Net gain on sale of current investments (128.70) (187.40)
Provision for employee benefits expense 32.92 53.87
Provision for doubtful debts, advances and other receivables/bad debts written off (net) 21.24 17.36
Provision for contingencies (net) 154.25 43.63
Liabilities no longer required written back (18.18) (125.54)
Foreign exchange loss (net) 22.25 1.01
(Profit)/loss on assets sold or discarded (net) (15.06) 19.14
Operating profit before working capital changes 2,241.89 2,280.57
Adjustments for :
Trade receivables, loans, other financial assets and other assets (190.96) 322.57
Inventories (275.01) (411.61)
Trade payables, other financial liabilities and other liabilities 151.96 (125.33)
Cash generated from operations 1,927.88 2,066.20
Taxes paid (net of refund) (147.79) (484.91)
Net cash generated from operating activities 1,780.09 1,581.29
B Cash flows from investing activities
Acquisition of property, plant and equipment (including capital work- in-progress, (1,199.42) (1,082.30)
intangible assets and intangible assets under development)
Proceeds from sale of property, plant and equipment 29.93 2.78
Proceeds from sale of other non-current investments - 3.69
Payment on acquisition of business - (116.82)
Proceeds from sale of current investments 8,875.68 15,232.91
Purchase of non-current investments - (1.47)
Purchase of current investments (8,085.67) (17,206.24)
Purchase of investments in joint ventures - (0.35)
Bank balances not considered as cash and cash equivalents (759.59) 476.46
(Payment on)/ proceeds from sale of discontinued operations (net) (note 36) (8.00) 565.08
Acquisition of non-controlling interests by the group (1,382.12) -
Interest received 60.13 85.55
Dividend received 100.83 82.52
Net cash used in investing activities (2,368.23) (1,958.19)

247
Consolidated Statement of Cash Flows for the year ended March 31, 2020
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
C Cash flows from financing activities
Proceeds from borrowings 2,951.73 962.06
Repayment of borrowings (2,129.23) (1,533.46)
Repayment towards lease liabilities (87.39) (4.75)
Finance costs paid (308.96) (293.85)
Contribution from non-controlling interests - 1.34
Payment of Dividend to non-controlling interests (171.18) (167.50)
Bank balances in dividend and restricted account (1.86) (3.16)
Dividends paid including distribution tax (382.37) (672.51)
Net cash used in financing activities (129.26) (1,711.83)
Net decrease in cash and cash equivalents (717.40) (2,088.73)
Cash and cash equivalents as at April 1 1,888.38 3,945.93
Movement in cash and cash equivalents pertaining to discontinued operations (note 36) - 1.04
Exchange difference on translation of foreign currency cash and cash equivalents 83.28 30.14
Cash and cash equivalents as at March 31 (note 15) 1,254.26 1,888.38
Footnote:
Reconciliation of borrowings and lease liabilities
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
Non-current borrowings (note 19) 3,473.36 4,769.33
Non-current lease liabilities (note 39) 188.00 13.58
Current borrowings (note 19) 1,912.94 352.46
Current maturities of non-current borrowings (note 20) 2,040.65 1,002.58
Current maturities of lease liabilities (note 20 and 39) 87.42 5.48
Liabilities/(assets) held to hedge non-current borrowings (net) (note 42) 96.84 (20.37)
7,799.21 6,123.06
Proceeds from borrowings 2,951.73 962.06
Repayment of borrowings of continuing operations (2,129.23) (1,223.38)
Repayment of borrowings of discontinued operation - (310.08)
Repayment towards lease liabilities (87.39) (4.75)
Transition impact of Ind AS 116 (note 39) 298.31 -
Addition to lease liabilities pertaining to right of use assets 32.27 -
Realised foreign exchange loss due to financing activities (net) (48.92) -
Unrealised foreign exchange gain/(loss) (net) 522.74 279.05
Fair value changes (net) 117.21 1.34
Unamortised finance cost 19.43 22.28
Movement of borrowings (net) 1,676.15 (273.48)
Notes forming part of the Consolidated Financial Statements - (note 1-49)
As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary

248 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

Notes forming part of the Consolidated Financial Statements


1. Corporate Information operating cycle and other criteria set out in the
Tata Chemicals Limited (the ‘Company’ ) is a public limited Schedule III to the Act.
company domiciled in India. Its shares are listed on two Figures for the year ended March 31, 2019
stock exchanges in India; the Bombay Stock Exchange have been restated on account of demerger of
(‘BSE’) and the National Stock Exchange (‘NSE’). The consumer products business (note 36).
Company and its subsidiaries (collectively the ‘Group’)
is a diversified businesses dealing in basic chemistry 2.3 Critical accounting estimates, assumptions
products and specialty products. The Group has a global and judgements
presence with key subsidiaries in United States of America
The preparation of the CFS requires management
(USA), United Kingdom (UK) and Kenya that are engaged
to make estimates, assumptions and judgments
in the manufacture and sale of soda ash, industrial salt
that affect the reported balances of assets and
and related products. During the year, the Company has
liabilities and disclosures as at the date of the
demerged consumer products business as per Scheme of
Consolidated Financial Statements and the
Arrangement amongst Tata Consumer Products Limited
reported amounts of income and expense for the
(formerly Tata Global Beverages Limited) (“TCPL”) and the
periods presented.
Company and their respective shareholders and creditors
(note 36). The estimates and associated assumptions are
based on historical experience and other factors
2. Summary of basis of compliance, basis that are considered to be relevant. Actual results
of preparation and presentation, critical may differ from these estimates under different
accounting estimates, assumptions and assumptions and conditions.
judgements and significant accounting Estimates and underlying assumptions are
policies
reviewed on an ongoing basis. Revisions to
2.1 Basis of compliance accounting estimates are recognised in the period
in which the estimates are revised and future
The Consolidated Financial Statements (‘CFS’)
periods are affected.
comply, in all material aspects, with Indian
Accounting Standards (‘Ind AS’) notified under The estimates and assumptions that have a
Section 133 of the Companies Act, 2013 (‘the Act’) significant risk of causing a material adjustment to
read with Rule 3 of Companies (Indian Accounting the carrying values of assets and liabilities within
Standards) Rules, 2015 and other relevant the next financial year are discussed below.
provisions of the Act.
2.3.1 Impairment of goodwill and goodwill on
2.2 Basis of preparation and presentation consolidation and intangible assets
The Consolidated Financial Statements have been Goodwill and Intangible assets are tested for
prepared on the historical cost basis, except for impairment at least on an annual basis or more
certain financial instruments and defined benefit frequently, whenever circumstances indicate that
plans which are measured at fair value at the end the recoverable amount of the cash generating
of each reporting period. Historical cost is generally unit (‘CGU’) is less than its carrying value. The
based on the fair value of the consideration given impairment indicators, the estimation of expected
in exchange for goods and services. Fair value is the future cash flows and the determination of the fair
price that would be received to sell an asset or paid value of CGU require the Management to make
significant estimates, assumptions and judgments.
to transfer a liability in an orderly transaction between
These are in respect of revenue growth rates and
market participants at the measurement date.
operating margins used to calculate projected
All assets and liabilities have been classified as future cash flows, relevant risk-adjusted discount
current or noncurrent as per the Group’s normal rate, future economic and market conditions, etc.

249
2.3.2 Deferred income tax assets and liabilities and the amount can be reasonably estimated.
Significant management judgment is required to Significant judgment is required when evaluating
determine the amount of deferred tax assets that the provision including, the probability of an
can be recognised, based upon the likely timing unfavorable outcome and the ability to make a
and the level of future taxable profits. reasonable estimate of the amount of potential
loss. Provisions for litigations are reviewed at each
The amount of total deferred tax assets could accounting period and revisions made for the
change if management estimates of projected changes in facts and circumstances. Contingent
future taxable income or if tax regulations undergo liabilities are disclosed in the notes forming part of
a change. the Consolidated Financial Statements. Contingent
assets are not disclosed in the Consolidated
Similarly, the identification of temporary Financial Statements unless an inflow of economic
differences pertaining to subsidiaries that are benefits is probable.
expected to reverse in the foreseeable future and
the determination of the related deferred income 2.4 Functional and presentation currency
tax liabilities, require the Management to make Items included in the Consolidated Financial Statements
significant judgments, estimates and assumptions. of each of the Group’s entities are measured using the
currency of the primary economic environment in which
2.3.3 Useful lives of property, plant and equipment the entity operates (the ‘Functional Currency’). The CFS
(‘PPE’) and intangible assets are presented in Indian Rupees (`), which is the Group’s
Management reviews the estimated useful lives presentation currency.
and residual value of PPE and Intangibles at the end
of each reporting period. Factors such as changes 2.5 Basis of Consolidation:
in the expected level of usage, technological The CFS comprise the Financial Statements of the
developments, units-of-production and product Company, its subsidiaries and the Group’s interest in joint
life-cycle, could significantly impact the economic ventures as at the reporting date.
useful lives and the residual values of these
assets. Consequently, the future depreciation and Subsidiaries
amortisation charge could be revised and may Subsidiaries include all the entities over which the Group
have an impact on the profit of the future years. has control. The Group controls an entity when the Group
is exposed to, or has rights to, variable returns through its
2.3.4 Employee Benefit obligations involvement in the entity and has the ability to affect those
Employee benefit obligations are determined returns through its power to direct the relevant activities
using actuarial valuations. An actuarial valuation of the entity. Subsidiaries are consolidated from the date
involves making various assumptions that may control commences until the date control ceases.
differ from actual developments. These include
the estimation of the appropriate discount rate, Joint venture
future salary increases and mortality rates. Due A joint venture is a joint arrangement whereby the parties
to the complexities involved in the valuation that have joint control of the arrangement have rights to
and its long-term nature, the employee benefit the net assets of the arrangement. Interests in joint venture
obligation is highly sensitive to changes in these are accounted for using the equity method of accounting
assumptions. All assumptions are reviewed at each (see (III) below).
reporting date.
The CFS have been prepared on the following basis:
2.3.5 Provisions and contingencies
I The Financial Statements of the Company and its
From time to time, the Group is subject to legal subsidiary companies have been consolidated on a line
proceedings, the ultimate outcome of each being by- line basis by adding together of like items of assets,
subject to uncertainties inherent in litigations. liabilities, income and expenses, after fully eliminating
A provision for litigation is made when it is intra-group balances and intra-group transactions
considered probable that a payment will be made and resulting unrealised profit or losses, unless cost

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cannot be recovered, as per the applicable Accounting 2.6 Foreign currency translation
Standard. Accounting policies of the respective (i) Foreign currency transactions and balances
subsidiaries are aligned wherever necessary, so as to
On initial recognition, all foreign currency
ensure consistency with the accounting policies that
transactions are recorded at exchange rates
are adopted by the Group under Ind AS.
prevailing on the date of the transaction.
Monetary assets and liabilities, denominated in a
II The results of subsidiaries acquired or disposed of
foreign currency, are translated at the exchange
during the year are included in the CFS from the
rate prevailing on the Balance Sheet date and the
effective date of acquisition and up to the effective
resultant exchange gains or losses are recognised
date of disposal, as appropriate.
in the Consolidated Statement of Profit and Loss.
Non-monetary items, which are carried in terms of
III The CFS include the share of profit / loss of the joint
historical cost, denominated in a foreign currency
ventures which are accounted as per the ‘equity
are reported using the exchange rate at the date
method’.
of the transaction.
Under the equity method of accounting, the
Foreign exchange differences regarded as an
investments are initially recognised at cost and adjusted
adjustment to the borrowing cost are presented
thereafter to recognise the Group’s share of the post-
in the Consolidated Statement of Profit and Loss
acquisition profits or losses of the investee in profit or
within finance cost. Exchange differences arising
loss, and the Group’s share of movements in OCI of the
from the translation of equity investments at
investee in OCI. Dividends received or receivable from
Fair value through other comprehensive income
joint ventures are recognised as a reduction in the
(‘FVTOCI’) are recognised in OCI. All other foreign
carrying amount of the investment.
exchange gains and losses are presented on a net
When the Group’s share of losses in an equity accounted basis within other income or other expense.
investment equals or exceeds its interest in the entity,
(ii) Foreign operations
the Group does not recognise further losses, unless it
has incurred obligations or made payments on behalf Assets and liabilities of entities with functional
of the other entity. currencies other than presentation currency have
been translated to the presentation currency
IV The CFS are presented, to the extent applicable, in using exchange rates prevailing on the Balance
accordance with the requirements of Schedule III of the Sheet date. The Statement of Profit and Loss has
2013 Act as applicable to the Company’s Standalone been translated using the average exchange
Financial Statements. rates. The net impact of such translation are
recognised in OCI and held in foreign currency
V Non-controlling interests (‘NCI’) in the net assets of translation reserve (‘FCTR’), a component of
the subsidiaries that are consolidated consists of the Equity.
amount of equity attributable to non-controlling
shareholders at the date of acquisition. On the disposal of a foreign operation (i.e. a
disposal of the Group’s entire interest in a foreign
VI Goodwill on consolidation is measured as the excess of operation, a disposal involving loss of control, over
the sum of the consideration transferred, the amount a subsidiary that includes a foreign operation,
of NCI in the aquiree, and the fair value of acquirer’s or a partial disposal of an interest in a joint
previously held equity instrument in the aquiree (if any) arrangement that includes a foreign operation of
over the net of acquisition date fair value of identifiable which the retained interest becomes a financial
assets acquired and liabilities assumed. asset), the exchange differences accumulated in
equity in respect of that operation attributable
Profit or loss and each component of OCI are attributed to the owners of the Group are reclassified to the
to the equity holders of the parent and to the NCI, even Consolidated Statement of Profit and Loss as part
if this results in the NCI having a deficit balance. of the gain or loss on disposal.

251
In case of a partial disposal of interests in a subsidiary period’ (which cannot exceed one year from the acquisition
that includes a foreign operation that does not result date) about facts and circumstances that existed at the
in the Group losing control over the subsidiary, the acquisition date.
proportionate share of accumulated exchange differences
are re-attributed to NCI and are not recognised in the The subsequent accounting for changes in the fair value
Consolidated Statement of Profit and Loss. For all other of the contingent consideration that do not qualify as
partial disposal (i.e. partial disposals of joint arrangements the measurement period adjustments depends on how
that do not result in the Group losing significant the contingent consideration is classified. Contingent
influence or joint control), the proportionate share of the consideration that is classified as equity is not remeasured
accumulated exchange differences is reclassified to the at subsequent reporting dates and its subsequent
Consolidated Statement of Profit and Loss. settlement is accounted for within equity. Contingent
consideration that is classified as an asset or a liability is
2.7 Business combinations remeasured at fair value at subsequent reporting dates
with the corresponding gain or loss being recognised in
The Group accounts for its business combinations under
Consolidated Statement of Profit and Loss.
acquisition method of accounting. Acquisition related
costs are recognised in the Consolidated Statement of  When a business combination is achieved in stages, the
Profit and Loss as incurred. The acquiree’s identifiable Group’s previously held equity interest in the acquiree
assets, liabilities and contingent liabilities that meet the is remeasured to its acquisition-date fair value and the
condition for recognition are recognised at their fair resulting gain or loss, if any, is recognised in Consolidated
values at the acquisition date except deferred tax assets Statement of Profit and Loss. Amounts arising from
or liabilities, and assets or liabilities related to employee interests in the acquiree prior to the acquisition date that
benefit arrangements, which are recognised and measured have previously been recognised in other comprehensive
in accordance with Ind AS 12- Income taxes and Ind AS income are reclassified to Consolidated Statement of Profit
19-Employee benefits, respectively. and Loss where such treatment would be appropriate if
Goodwill is measured as the excess of the sum of the that interest were disposed off.
consideration transferred, the amount of NCI in the
If the initial accounting for a business combination is
aquiree, and the fair value of acquirer’s previously held
incomplete by the end of the reporting period in which
equity instrument in the aquiree (if any) over the net of
the combination occurs, the Group reports provisional
acquisition date fair value of identifiable assets acquired
amount for the items for which the accounting is
and liabilities assumed. Where the fair value of identifiable
incomplete. Those provisional amount are adjusted during
assets and liabilities exceed the cost of acquisition, after
the measurement period, or additional assets or liabilities
reassessing the fair values of the net assets and contingent
are recognised, to reflect new information obtained about
liabilities, the excess is recognised as capital reserve.
facts and circumstances that existed at the acquisition
The interest of non-controlling shareholders is initially date that, if known, would have affected the amount
measured either at fair value or at the NCI’s proportionate recognised at that date.
share of the acquiree’s identifiable net assets. The choice
of measurement basis is made on an acquisition-by- 2.8 Changes in the proportion held by NCI
acquisition basis.
Changes in the proportion of the equity held by NCI are
When the consideration transferred by the Group in accounted for as equity transactions. The carrying amount
a business combination includes assets or liabilities of the controlling interests and NCI are adjusted to reflect
resulting in a contingent consideration arrangement, the changes in their relative interests in the subsidiaries.
such contingent consideration, on the acquisition date, Any difference between the amount by which the NCI are
is measured at fair value and included as a part of the adjusted and the fair value of the consideration paid or
consideration transferred in a business combination. received is recognised directly in equity and attributed to
Changes in the fair value of the contingent consideration owners of the Group.
that qualify as measurement period adjustments, are
adjusted retrospectively, with corresponding adjustments 2.9 Property, plant and equipment
against goodwill or capital reserve as the case may be. An item of property, plant and equipment (‘PPE’) is
Measurement period adjustments are adjustments that recognised as an asset if it is probable that the future
arise from additional information during the ‘measurement economic benefits associated with the item will flow to

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the Group and its cost can be measured reliably. These believes that, the useful lives adopted by it reflect the
recognition principles are applied to the costs incurred periods over which these assets are expected to be used.
initially to acquire an item of PPE, to the pre-operative Accordingly for those assets, the useful lives estimated by
and trial run costs incurred (net of sales), if any and also the management are different from those prescribed in
to the costs incurred subsequently to add to, replace the Schedule. Management’s estimates of the useful lives
part of, or service it and subsequently carried at cost less for various class of PPE are as given below:
accumulated depreciation and accumulated impairment
Asset Useful life
losses, if any.
Salt Works, Reservoirs and Pans 1-30 years
 The cost of PPE includes interest on borrowings directly Plant and Machinery** 1-60 years
attributable to the acquisition, construction or production Traction Lines and Railway Sidings 15 years
of a qualifying asset. A qualifying asset is an asset that Factory Buildings 5-60 years
necessarily takes a substantial period of time to be made
Other Buildings 5-60 years
ready for its intended use or sale. Borrowing costs and
Water Works 15 years
other directly attributable cost are added to the cost of
those assets until such time as the assets are substantially Furniture and Fittings and Office 1-10 years
ready for their intended use, which generally coincides Equipment (including Computers and
with the commissioning date of those assets. Data Processing Equipment)
Vehicles 4-10 years
The present value of the expected cost for the Mines and Quarries** 140 years
decommissioning of an asset after its use is included in the
** Mines and quarries and certain plant and machinery
cost of the respective asset if the recognition criteria for a
which are in relation to the USA subsidiaries mine are
provision is met.
depreciated using the units-of-production method.
Machinery spares that meet the definition of PPE are Approximately 2% (previous year 3%) of plant and
capitalised and depreciated over the useful life of the machinery and 100% (previous year 100%) of mines and
principal item of an asset. quarries are depreciated using the units-of-production
method.
All other repair and maintenance costs, including regular
servicing, are recognised in the Consolidated Statement Useful lives and residual values of assets are reviewed at
of Profit and Loss as incurred. When a replacement occurs, the end of each reporting period.
the carrying value of the replaced part is de-recognised.
Where an item of property, plant and equipment Losses arising from the retirement of, and gains or losses
comprises major components having different useful lives, arising from disposal/adjustments of PPE are recognised in
these components are accounted for as separate items. the Consolidated Statement of Profit and Loss.

PPE acquired and put to use for projects are capitalised 2.10 Intangible assets
and depreciation thereon is included in the project cost till
Goodwill
the project is ready for commissioning.
Goodwill represents the cost of the acquired businesses
Depreciation methods, estimated useful lives and residual in excess of the fair value of identifiable tangible and
value intangible net assets purchased. Goodwill is not amortised;
however it is tested annually for impairment and carried at
Depreciation on PPE (except leasehold improvements)
cost less accumulated impairment losses, if any. The gains
is calculated using the straight-line method to allocate
/ (losses) on the disposal of an entity include the carrying
their cost, net of their residual values, over their estimated
amount of Goodwill relating to the entity disposed.
useful lives. However, leasehold improvements are
depreciated on a straight-line method over the shorter
Other Intangible assets
of their respective useful lives or the tenure of the lease
arrangement. Freehold land is not depreciated. 
Computer software, technical knowhow, product
registration, contractual rights, rights to use railway
Schedule II to the Act prescribes the useful lives for wagons and mining rights of similar nature are initially
various class of assets. For certain class of assets, based recognised at cost. The intangible assets acquired in a
on technical evaluation and assessment, Management business combination are measured at their fair value as

253
at the date of acquisition. Following initial recognition, investment properties comprising building are carried
intangible assets are carried at cost less accumulated at cost less accumulated depreciation and accumulated
amortisation and accumulated impairment losses, if any. impairment losses, if any.

 The intangible assets with a finite useful life are amortised Depreciation on buildings is provided over the estimated
using straight line method over their estimated useful useful lives as specified in note 2.9 above. The residual
lives. The management’s estimates of the useful lives for values, estimated useful lives and depreciation method
various class of intangibles are as given below: of investment properties are reviewed, and adjusted on
prospective basis as appropriate, at each reporting date.
Asset Useful life The effects of any revision are included in the Consolidated
Mining rights** 140 years Statement of Profit and Loss when the changes arise.
Computer software 3-8 years
An investment property is de-recognised when either
Product registration, contractual rights and 4-20 years
the investment property has been disposed of or does
rights to use railway wagons
not meet the criteria of investment property i.e. when
Technical knowhow 3 years the investment property is permanently withdrawn from
**Mining rights which are in relation to the USA subsidiaries use and no future economic benefit is expected from its
mine are amortised using the units-of-production method. disposal. The difference between the net disposal proceeds
Approximately 99% (previous year 99%) of mining rights and the carrying amount of the asset is recognised in the
are amortised using the units-of-production method. Consolidated Statement of Profit and Loss in the period of
de-recognition.
The estimated useful life is reviewed annually by the
management. 2.13 Research and Development Expenses
Losses arising from the retirement or disposal of an Research expenses are charged to the Consolidated
intangible asset are determined as the difference between Statement of Profit and Loss as expenses in the year in
the net disposal proceeds and the carrying amount of which they are incurred. Development costs are capitalised
the asset and recognised as income or expense in the as an intangible asset under development when the
Consolidated Statement of Profit and Loss. following criteria are met:

• 
the project is clearly defined, and the costs are
2.11 Capital work-in-progress (‘CWIP’) and intangible
separately identified and reliably measured;
assets under development
Projects under commissioning and other CWIP/ intangible • the technical feasibility of the project is demonstrated;
assets under development are carried at cost, comprising
direct cost, related incidental expenses and attributable • the ability to use or sell the products created during
borrowing cost. the project is demonstrated;

Subsequent expenditures relating to property, plant and • the intention to complete the project exists and use or
equipment are capitalised only when it is probable that sale of output manufactured during the project;
future economic benefit associated with these will flow
• a potential market for the products created during the
to the Group and the cost of the item can be measured
project exists or their usefulness, in case of internal use,
reliably.
is demonstrated, such that the project will generate
probable future economic benefits; and
 Advances given to acquire property, plant and equipment
are recorded as non-current assets and subsequently • 
adequate resources are available to complete the
transferred to CWIP on acquisition of related assets. project.

2.12 Investment property These development costs are amortised over the
 Investment properties are land and buildings that are estimated useful life of the projects or the products they
held for long term lease rental yields and/ or for capital are incorporated within. The amortisation of capitalised
appreciation. Investment properties are initially recognised development costs begins as soon as the related product
at cost including transaction costs. Subsequently is released to production.

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2.14 Non-current assets held for sale and discontinued on the business model in which the investment is held.
operations For investments in equity instruments, this will depend
Non-current assets (including disposal groups) are on whether the Group has made an irrevocable election
classified as held for sale if their carrying amount will be at the time of initial recognition to account for the equity
recovered principally through a sale transaction rather investment at fair value through OCI. The Group has
than through continuing use and a sale is considered elected to consider the carrying cost of equity investments
highly probable. in joint venture at cost.

Non-current assets classified as held for sale are measured The Group reclassifies debt investments when and only
at lower of their carrying amount and fair value less cost to when its business model for managing those assets
sell. changes.

Non-current assets classified as held for sale are not Debt instruments
depreciated or amortised from the date when they are Measurement
classified as held for sale. A financial asset or financial liability is initially measured
at fair value plus, for an item not at fair value through
Non-current assets classified as held for sale and the assets profit and loss (FVTPL), transaction costs that are directly
and liabilities of a disposal group classified as held for attributable to its acquisition or issue. Transaction costs of
sale are presented separately from the other assets and financial assets carried at fair value through profit or loss
liabilities in the Consolidated Balance Sheet. are expensed in the Consolidated Statement of Profit and
Loss.
A discontinued operation is a component of the entity
that has been disposed off or is classified as held for sale Subsequent measurement of debt instruments depends
and: on the Group’s business model for managing the asset and
• 
represents a separate major line of business or the cash flow characteristics of the asset. There are three
geographical area of operations and; measurement categories into which the Group classifies
its debt instruments:
• is part of a single co-ordinated plan to dispose of such
a line of business or area of operations. • Amortised cost
Assets that are held for collection of contractual
The results of discontinued operations are presented
cash flows, where those cash flows represent solely
separately in the Consolidated Statement of Profit and
payments of principal and interest, are measured at
Loss.
amortised cost. A gain or loss on a debt investment
(unhedged) that is subsequently measured at
2.15 Financial instruments amortised cost is recognised in the Consolidated
2.15.1 Investments and other financial assets: Statement of Profit and Loss when the asset is
derecognised or impaired. Interest income from these
Classification
financial assets is included in other income using the
The Group classifies its financial assets in the following effective interest rate (‘EIR’) method.
measurement categories:
• those to be measured subsequently at fair value (either Fair value through other comprehensive income
• 
through OCI, or through profit or loss), and (‘FVTOCI’)

• those measured at amortised cost. Assets that are held for collection of contractual cash
flows and for selling the financial assets, where the
The classification depends on the Group’s business asset’s cash flows represent solely payments of principal
model for managing the financial assets and the and interest, are measured at FVTOCI. Movements
contractual terms of the cash flows. For assets measured in the carrying amount are recorded through OCI,
at fair value, gains and losses will either be recorded in except for the recognition of impairment gains or
the Consolidated Statement of Profit and Loss or through losses, interest revenue and foreign exchange gains
OCI. For investments in debt instruments, this will depend and losses which are recognised in the Consolidated

255
Statement of Profit and Loss. When the financial asset Where the Group transfers an asset, it evaluates whether
is derecognised, the cumulative gain or loss previously it has transferred substantially all risks and rewards of
recognised in OCI is reclassified from equity to the ownership of the financial asset. Where the Group has
Consolidated Statement of Profit and Loss. Interest transferred substantially all risks and rewards of ownership,
income from these financial assets is included in other the financial asset is derecognised. Where the Group
income using the EIR. has not transferred substantially all risks and rewards of
ownership of the financial asset, the financial asset is not
• Fair value through profit or loss (“FVTPL”) derecognised. Where the Group has neither transferred
Assets that do not meet the criteria for amortised a financial asset nor retained substantially all risks and
cost or FVTOCI are measured at FVTPL. A gain or rewards of ownership of the financial asset, the financial
loss on a debt investment that is subsequently asset is derecognised if the Group has not retained control
measured at FVTPL (unhedged) is recognised net in of the financial asset. Where the Group retains control of
the Consolidated Statement of Profit and Loss in the the financial asset, the asset is continued to be recognised
period in which it arises. Interest income from these to the extent of continuing involvement in the financial
financial assets is included in other income. asset.

Equity instruments 2.15.2 Debt and equity instruments


The Group subsequently measures all equity investments at Debt and equity instruments are classified as either
fair value. Where the Group’s management has elected to financial liabilities or as equity in accordance with the
present fair value gains and losses on equity investments in substance of the contractual arrangement.
OCI, there is no subsequent reclassification of fair value gains
and losses to the Consolidated Statement of Profit and Loss. An equity instrument is any contract that evidences a
When the financial asset is derecognised, the cumulative residual interest in the assets of an entity after deducting
gain or loss previously recognised in OCI is reclassified to all of its liabilities. Equity instruments issued by the Group
equity. Dividends from such investments are recognised are recorded at the proceeds received, net of direct issue
in the Consolidated Statement of Profit and Loss within costs.
other income when the Group’s right to receive payments is
established. Impairment losses (and reversal of impairment 2.15.3 Financial liabilities
losses) on equity investments measured at FVTOCI are not The Group’s financial liabilities comprise borrowings, trade
reported separately from other changes in fair value. payables and other liabilities. These are initially measured
at fair value, net of transaction costs, and are subsequently
Cash and cash equivalents measured at amortised cost using the EIR method. The
The Group considers all highly liquid financial instruments, EIR is a method of calculating the amortised cost of a
which are readily convertible into known amounts of financial liability and of allocating interest expense over
cash, that are subject to an insignificant risk of change in the relevant period at effective interest rate. The effective
value with a maturity within three months or less from interest rate is the rate that exactly discounts estimated
the date of purchase, to be cash equivalents. Cash and future cash payments through the expected life of the
cash equivalents consist of balances with banks which are financial liability, or, where appropriate, a shorter period.
unrestricted for withdrawal and usage.
Changes to the carrying amount of a financial liability
Derecognition of financial assets as a result of renegotiation or modification of terms that
do not result in derecognition of the financial liability, is
A financial asset is derecognised only when the Group
recognised in the Consolidated Statement of Profit and
• has transferred the rights to receive cash flows from Loss.
the financial asset; or
Derecognition of financial liabilities
• 
retains the contractual rights to receive the cash
flows of the financial asset, but assumes a contractual The Group derecognises financial liabilities when, and only
obligation to pay the cash flows to one or more when, its obligations are discharged, cancelled or they
recipients. expire.

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Presentation contracts, both the deferred hedging gains and losses and
Borrowings are classified as current liabilities unless the the deferred aligned forward points are included within
Group has an unconditional right to defer settlement the initial cost of the asset. The deferred amounts are
of the liability for at least 12 months after the reporting ultimately recognised in the Consolidated Statement of
period. Profit and Loss as the hedged item affects profit or loss.

Trade and other payables are presented as current When a hedging instrument expires, is sold or terminated,
liabilities unless payment is not due within 12 months after or when a hedge no longer meets the criteria for hedge
the reporting period. accounting, then hedge accounting is discontinued
prospectively and any cumulative deferred gain or loss and
2.15.4 Derivatives and hedging activities deferred costs of hedging in equity at that time remains
in equity until the forecast transaction occurs. When the
In the ordinary course of business, the Group uses certain
forecast transaction is no longer expected to occur, the
derivative financial instruments to reduce business risks
cumulative gain or loss and deferred costs of hedging that
which arise from its exposure to foreign exchange, fuel and
were reported in equity are immediately transferred to the
interest rate fluctuations associated with borrowings (cash
Consolidated Statement of Profit and Loss.
flow hedges). When the Group opts to undertake hedge
accounting, the Group documents, at the inception of the
Derivatives that are not designated as hedges
hedging transaction, the economic relationship between
hedging instruments and hedged items including whether When derivative contracts to hedge risks are not
the hedging instrument is expected to offset changes designated as hedges, such contracts are accounted
in cash flows or fair values of hedged items. The Group through FVTPL.
documents its risk management objective and strategy for
undertaking various hedge transactions at the inception The entire fair value of a hedging derivative is classified as a
of each hedge relationship. non-current asset or liability when the remaining maturity
of the hedged item exceeds 12 months; it is classified as a
Derivatives are initially recognised at fair value on the current asset or liability when the remaining maturity of
date the derivative contract is entered into and are the hedged item does not exceed 12 months.
subsequently remeasured to their fair value at the end
of each reporting period. The accounting for subsequent 2.15.5 Financial guarantee contracts
changes in fair value depends on whether the derivative Financial guarantee contracts are recognised as a financial
is designated as a hedging instrument, and if so, the liability at the time of issuance of guarantee. The liability
nature of the item being hedged and the type of hedge is initially measured at fair value and is subsequently
relationship designated. measured at the higher of the amount of loss allowance
determined, or the amount initially recognised less, the
Cash flow hedges that qualify for hedge accounting cumulative amount of income recognised.
The effective portion of changes in the fair value of
derivatives that are designated and qualify as cash flow 2.15.6 Offsetting of financial instruments
hedges, is recognised through OCI and as cash flow Financial assets and financial liabilities are offset when the
hedging reserve within equity, limited to the cumulative Group has a legally enforceable right (not contingent on
change in fair value of the hedged item on a present future events) to off-set the recognised amounts either to
value basis from the inception of the hedge. The gain settle on a net basis, or to realise the assets and settle the
or loss relating to the ineffective portion is recognised liabilities simultaneously.
immediately in the Consolidated Statement of Profit and
Loss. 2.15.7 Fair value of financial instruments
In determining the fair value of its financial instruments,
Amounts accumulated in equity are reclassified to the the Group uses a variety of methods and assumptions that
Consolidated Statement of Profit and Loss on settlement. are based on market conditions and risks existing at each
When the hedged forecast transaction results in the reporting date. The methods used to determine fair value
recognition of a non-financial asset, the amounts include discounted cash flow analysis, available quoted
accumulated in equity with respect to gain or loss relating market prices and dealer quotes. All methods of assessing
to the effective portion of the spot component of forward fair value result in general approximation of value.

257
2.16 Impairment An impairment loss in respect of goodwill is not
Financial assets (other than at fair value) subsequently reversed, In respect of other assets for which
impairment loss has been recognised in prior periods, the
The Group assesses on a forward looking basis the
Group reviews at each reporting date whether there is any
expected credit losses associated with its assets carried at
indication that the loss has decreased or no longer exists.
amortised cost and debt instruments carried at FVTOCI.
An impairment loss is reversed if there has been a change in
The impairment methodology applied depends on
the estimated used to determine the recoverable amount.
whether there has been a significant increase in credit
Such a reversal is made only to the extent that the asset’s
risk. In respect of trade receivables the Group applies the
carrying amount does not exceed the carrying amount
simplified approach permitted by Ind AS 109 - Financial
that would have been determined, net of depreciation or
Instruments, which requires expected lifetime losses to
amortisation, if no impairment loss had been recognised.
be recognised upon initial recognition of the receivables.
For all other financial assets, expected credit losses are
measured at an amount equal to the 12-months expected 2.17 Inventories
credit losses or at an amount equal to the life time Inventories are valued at lower of cost (on weighted
expected credit losses if the credit risk on the financial average basis) and net realisable value after providing
asset has increased significantly since initial recognition. for obsolescence and other losses, where considered
necessary. Cost includes all charges in bringing the goods
PPE, CWIP and intangible assets to their present location and condition, including other
The carrying values of assets / CGUs at each Balance Sheet levies, transit insurance and receiving charges. Work-
date are reviewed to determine whether there is any in-progress and finished goods include appropriate
indication that an asset may be impaired. If any indication proportion of overheads and, where applicable, taxes and
of such impairment exists, the recoverable amount of duties. Net realisable value is the estimated selling price in
such assets / CGU is estimated and in case the carrying the ordinary course of business, less the estimated costs
amount of these assets exceeds their recoverable amount, of completion and the estimated costs necessary to make
an impairment loss is recognised in the Consolidated the sale.
Statement of Profit and Loss. The recoverable amount is the
higher of the net selling price and their value in use. Value 2.18 Revenue recognition
in use is arrived at by discounting the future cash flows 2.18.1 Sale of goods
to their present value based on an appropriate discount
Revenue is recognised upon transfer of control of
factor. Assessment is also done at each Balance Sheet
promised goods to customers in an amount that reflects
date as to whether there is indication that an impairment
the consideration which the Group expects to receive in
loss recognised for an asset in prior accounting periods
exchange for those goods.
no longer exists or may have decreased, consequent to
which such reversal of impairment loss is recognised in the
Consolidated Statement of Profit and Loss. Revenue from the sale of goods is recognised at the
point in time when control is transferred to the customer
Goodwill which is usually on dispatch / delivery of goods, based on
Goodwill is tested for impairment, at least annually and contracts with the customers.
whenever circumstances indicate that it may be impaired.
For the purpose of impairment testing, the Goodwill is Revenue is measured based on the transaction price,
allocated to a CGU or group of CGUs, which are expected which is the consideration, adjusted for volume discounts,
to benefit from the synergies arising from the business price concessions, incentives, and returns, if any, as
combination in which the said Goodwill arose. specified in the contracts with the customers. Revenue
excludes taxes collected from customers on behalf of
If the estimated recoverable amount of the CGU including the government. Accruals for discounts/incentives and
the Goodwill is less than its carrying amount, the returns are estimated (using the most likely method) based
impairment loss is allocated first to reduce the carrying on accumulated experience and underlying schemes and
amount of any goodwill allocated to the CGU and then agreements with customers. Due to the short nature of
to the other assets of the CGU on a pro-rata basis of the credit period given to customers, there is no financing
carrying amount of each asset in the unit. component in the contract.

258 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

2.18.2 Interest income asset or the end of the lease term. The estimated useful
For all debt instruments measured either at amortised cost lives of right of use assets are determined on the same
or at FVTOCI, interest income is recorded using the EIR basis as those of property and equipment. In addition, the
Method. right of use asset is periodically reduced by impairment
losses, if any, and adjusted for certain remeasurements of
2.18.3 Dividend income the lease liability.
Dividend income is accounted for when Group’s right to The lease liability is initially measured at the present
receive the income is established. value of the lease payments that are not paid at the
commencement date, discounted using the interest
2.18.4 Insurance claims rate implicit in the lease or, if that rate cannot be readily
Insurance claims are accounted for on the basis of claims determined, the Group’s incremental borrowing rate. For
admitted / expected to be admitted and to the extent that leases with reasonably similar characteristics, the Group,
there is no uncertainty in receiving the claims. on a lease by lease basis, may adopt either the incremental
borrowing rate specific to the lease or the incremental
2.19 Leases borrowing rate for the portfolio as a whole.
The Group has adopted Ind AS 116 effective from
April 1, 2019 using modified retrospective approach. For Lease payments included in the measurement of the
the purpose of preparation of consolidated Financial lease liability comprise the fixed payments, including
Information, management has evaluated the impact of in-substance fixed payments and lease payments in an
change in accounting policies required due to adoption of optional renewal period if the Group is reasonably certain
lnd AS 116 for year ended March 31, 2020. Accordingly, the to exercise an extension option;
Group has not restated comparative information, instead,
The lease liability is measured at amortised cost using the
the cumulative effect of initially applying this standard has
effective interest method.
been recognised as an adjustment to the opening balance
of retained earnings as on April 1, 2019. The Group has elected not to recognise right of use assets
and lease liabilities for short-term leases that have a lease
The Group assesses whether a contract contains a lease, at term of 12 months or less and leases of low-value assets.
inception of a contract. A contract is, or contains, a lease The Group recognises the lease payments associated with
if the contract conveys the right to control the use of an these leases as an expense on a straight-line basis over
identified asset for a define period of time in exchange the lease term. The Group applied a single discount rate
for consideration. To assess whether a contract conveys to a portfolio of leases of similar assets in similar economic
the right to control the use of an identified assets, the environment with a similar end date.
Group assesses whether: (i) the contact involves the use
of an identified asset (ii) the Group has substantially all Refer note 2.19 – Significant accounting policies – Leases
of the economic benefits from use of the asset through in the Annual report of the Group for the year ended
the period of the lease and (iii) the Group has the right to March 31, 2019, for the policy as per Ind AS 17.
direct the use of the asset.
2.20 Employee benefits plans
As a lessee, The Group recognises a right of use asset and a
2.20.1 In respect of the Company and domestic subsidiaries
lease liability at the lease commencement date. The right
of use asset is initially measured at cost, which comprises Employee benefits consist of provident fund,
the initial amount of the lease liability adjusted for any superannuation fund, gratuity fund, compensated
lease payments made at or before the commencement absences, long service awards, post-retirement medical
date, plus any initial direct costs incurred and an estimate benefits, directors’ retirement obligations and family
of costs to dismantle and remove the underlying asset or benefit scheme.
to restore the underlying asset or the site on which it is
(i) Post-employment benefit plans
located, less any lease incentives received.
Defined contribution plans
The right of use asset is subsequently depreciated using Payments to a defined contribution retirement
the straight-line method from the commencement date benefit scheme for eligible employees in the form
to the earlier of the end of the useful life of the right of use of superannuation fund are charged as an expense

259
as they fall due. Such benefits are classified as Changes in the present value of the defined benefit
Defined Contribution Schemes as the Group does obligation resulting from plan amendments or
not carry any further obligations, apart from the curtailments are recognised immediately in the
contributions made. Consolidated Statement Profit and Loss as past
service cost.
Defined benefit plans
Contributions to a Provident Fund are made (ii) Short-term employee benefits
to Trusts administered by the Group/Regional The short-term employee benefits expected to
Provident Fund Commissioners and are charged be paid in exchange for the services rendered by
to the Consolidated Statement of Profit and Loss employees is recognised during the period when
as incurred. The Group is liable for the contribution the employee renders the service. These benefits
and any shortfall in interest between the amount include compensated absences such as paid
of interest realised by the investments and the annual leave and performance incentives which
interest payable to members at the rate declared are expected to occur within twelve months after
by the Government of India in respect of the Trust the end of the period in which the employee
administered by the Group companies. renders the related services.

For defined benefit schemes in the form of gratuity The cost of compensated absences is accounted
fund, provident fund, post-retirement medical as under:
benefits, pension liabilities (including directors) and
(a) In case of accumulating compensated
family benefit scheme, the cost of providing benefits
absences, when employees render service
is actuarially determined using the projected unit
that increase their entitlement of future
credit method, with actuarial valuations being
compensated absences; and
carried out at each Balance Sheet date.
(b) In case of non - accumulating compensated
The retirement benefit obligation recognised in absence, when the absences occur.
the Consolidated Balance Sheet represents the
present value of the defined benefit obligation as (iii) Other long-term employee benefits
reduced by the fair value of scheme assets. Compensated absences which are not expected
to occur within twelve months after the end of the
The present value of the said obligation is period in which the employee renders the related
determined by discounting the estimated future services are recognised as a liability. The cost of
cash outflows, using market yields of government providing benefits is actuarially determined using
bonds of equivalent term and currency to the the projected unit credit method, with actuarial
liability. valuations being carried out at each Balance
Sheet date. Long Service Awards are recognised
The interest income / (expense) are calculated as a liability at the present value of the obligation
by applying the discount rate to the net defined at the Balance Sheet date. All gains/losses due to
benefit liability or asset. The net interest income actuarial valuations are immediately recognised in
/ (expense) on the net defined benefit liability is the Consolidated Statement of Profit and Loss.
recognised in the Consolidated Statement of Profit
and Loss. 2.20.2 In respect of overseas subsidiaries, the liabilities for
employee benefits are determined and accounted
Remeasurements, comprising of actuarial gains as per the regulations and principles followed in the
and losses, the effect of the asset ceiling (if any), respective countries.
are recognised immediately in the Consolidated
(i) Defined contribution schemes
Balance Sheet with a corresponding charge or
credit to retained earnings through OCI in the The USA subsidiaries sponsors defined
period in which they occur. Remeasurements are contribution retirement savings plans.
not reclassified to the Consolidated Statement of Participation in one of these plans is available to
Profit and Loss in subsequent periods. substantially all represented and non-represented

260 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

employees. These subsidiaries match employee 2.22 Employee separation compensation


contributions up to certain predefined limits for Compensation paid / payable to employees who have
non-represented employees based upon eligible opted for retirement under a Voluntary Retirement
compensation and the employee’s contribution Scheme including ex-gratia is charged to the Consolidated
rate. Contributions are charged as expense as they Statement of Profit and Loss in the year of separation.
fall due.
2.23 Borrowing costs
For the UK and Kenyan subsidiaries, the
contributions payable during the period under Borrowing costs are interest and ancillary costs incurred in
defined contribution schemes are charged to the connection with the arrangement of borrowings. General
Consolidated Statement of Profit and Loss. and specific borrowing costs attributable to acquisition
and construction of qualifying assets is added to the cost of
(ii) Defined benefit plans the assets upto the date the asset is ready for its intended
use. Capitalisation of borrowing costs is suspended and
The USA subsidiaries use standard actuarial
charged to the Consolidated Statement of Profit and
methods and assumptions to account for pension
Loss during extended periods when active development
and other post retirement benefit plans. Pension
activity on the qualifying assets is interrupted. All other
and post retirement benefit obligations are
borrowing costs are recognised in the Consolidated
actuarially calculated using best estimates of
Statement of Profit and Loss in the period in which they
the rate used to discount the future estimated
are incurred.
liability, the long-term rate of return on plan
assets, and several assumptions related to the
employee workforce (compensation increases, 2.24 Government grants
health care cost trend rates, expected service Government grants and subsidies are recognised when
period, retirement age and mortality). Pension there is reasonable assurance that the Group will comply
and post retirement benefit expense includes with the conditions attached to them and the grants and
the actuarially computed cost of benefits earned subsidies will be received. Government grants whose
during the current service period. Actuarial gains primary condition is that the Group should purchase,
and losses are recognised in OCI in the period in construct or otherwise acquire non-current assets are
which they occur. recognised as deferred revenue in the Consolidated
Balance Sheet and transferred to the Consolidated
For UK subsidiaries, the cost of providing pension Statement of Profit and Loss on systematic and rational
benefits is actuarially determined using the basis over the useful lives of the related asset.
projected unit credit method and discounted
at the current rate of return on a high quality
2.25 Segment reporting
corporate bond of equivalent term and currency
to the liability, with actuarial valuations being The operating segments are the segments for which
carried out at each Balance Sheet date. Actuarial separate financial information is available and for which
gains and losses are recognised in OCI in the operating profit/loss amounts are evaluated regularly by
period in which they occur. the Managing Director and Chief Executive Officer (who
is the Group’s chief operating decision maker) in deciding
Changes in the present value of the defined benefit how to allocate resources and in assessing performance.
obligation resulting from plan amendments or
curtailments are recognised immediately in the The accounting policies adopted for segment reporting are
Consolidated Statement Profit and Loss as past in conformity with the accounting policies of the Group.
service cost. Segment revenue, segment expenses, segment assets and
segment liabilities have been identified to segments on
2.21 Termination benefits the basis of their relationship to the operating activities of
Termination benefits are expensed at the earlier of the segment. Inter segment revenue is accounted on the
when the Group can no longer withdraw the offer of basis of transactions which are primarily determined based
those benefits and when the Group recognises cost for on market / fair value factors. Revenue, expenses, assets
restructuring. and liabilities which relate to the Group as a whole and

261
are not allocable to segments on a reasonable basis have expects, at the end of the reporting period, to cover or
been included under ‘unallocated revenue / expenses / settle the carrying value of its assets and liabilities.
assets / liabilities’.
Deferred tax assets and liabilities are offset to the extent
2.26 Income tax that they relate to taxes levied by the same tax authority
and there are legally enforceable rights to set off current
Tax expense for the year comprises current and deferred
tax assets and current tax liabilities within that jurisdiction.
tax. The tax currently payable is based on taxable profit for
the year. Taxable profit differs from net profit as reported Current and deferred tax are recognised as an expense or
in the Consolidated Statement of Profit and Loss because income in the statement of Consolidated Statement of
it excludes items of income or expense that are taxable or Profit and Loss, except when they relate to items credited
deductible in other years and it further excludes items that or debited either in other comprehensive income or
are never taxable or deductible. The Group’s liability for directly in equity, in which case the tax is also recognised
current tax is calculated using tax rates and tax laws that in OCI or directly in equity.
have been enacted or substantively enacted by the end of
the reporting period. Deferred tax assets include a credit for the Minimum
Alternate Tax (‘MAT’) paid in accordance with the tax
Current tax assets and current tax liabilities are offset when laws, which is likely to give future economic benefits in
there is a legally enforceable right to set off the recognised the form of availability of set off against future income
amounts and there is an intention to realise the asset or to tax liability. MAT asset is recognised as deferred tax assets
settle the liability on a net basis. in the Consolidated Balance Sheet when the asset can
be measured reliably, and it is probable that the future
Deferred tax is the tax expected to be payable or economic benefit associated with the asset will be realised.
recoverable on differences between the carrying values
of assets and liabilities in the Consolidated Financial 2.27 Provisions and contingencies
Statements and the corresponding tax bases used in the A provision is recognised when the Group has a present
computation of taxable profit and is accounted for using obligation as a result of past events and it is probable
the Balance Sheet method. Deferred tax liabilities are that an outflow of resources will be required to settle the
generally recognised for all taxable temporary differences obligation, in respect of which a reliable estimate of the
arising between the tax base of assets and liabilities and amount can be made. Provisions are determined based
their carrying amount, except when the deferred income on best estimate required to settle the obligation at the
tax arises from the initial recognition of an asset or liability Balance Sheet date. When a provision is measured using
in a transaction that is not a business combination and the cash flows estimated to settle the present obligation,
affects neither accounting nor taxable profit or loss at the its carrying amount is the present value of those cash
time of the transaction. In contrast, deferred tax assets flows (when the effect of the time value of the money is
are only recognised to the extent that it is probable that material). The increase in the provisions due to passage
future taxable profits will be available against which the of time is recognised as interest expense. Provisions are
temporary differences can be utilised. reviewed as at each reporting date and adjusted to reflect
the current estimate.
The carrying value of deferred tax assets is reviewed at the
end of each reporting period and reduced to the extent that Contingent liabilities are disclosed when there is a possible
it is no longer probable that sufficient taxable profits will be obligation arising from past events, the existence of which
available to allow all or part of the asset to be recovered. will be confirmed only by the occurrence or non-occurrence
of one or more uncertain future events not wholly within
the control of the Group or a present obligation that arises
Deferred tax is calculated at the tax rates that are expected
from past events where it is either not probable that an
to apply in the period when the liability is settled or the
outflow of resources will be required to settle or a reliable
asset is realised based on the tax rates and tax laws that
estimate of the amount cannot be made.
have been enacted or substantially enacted by the end
of the reporting period. The measurement of deferred Contingent assets are not disclosed in the Consolidated
tax liabilities and assets reflects the tax consequences Financial Statements unless an inflow of economic
that would follow from the manner in which the Group benefits is probable.

262 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

2.28 Dividend shut down in compliance with the directives/


 Final dividend on shares are recorded as a liability, orders issued by the local Panchayat/Municipal
on the date of approval by the shareholders and Corporation/State/Central Government authorities.
interim dividends are recorded as a liability on the
International businesses are operating under
date of declaration by the Company’s Board of
local guidelines for social distancing and high
Directors.
hygiene standards. The duration of this disruption
3. Recent Indian Accounting Standard (Ind AS) is uncertain at this point in time and resumption
and Note on COVID-19 of full-fledged operations will depend upon
directives issued by the respective Government
3.1 Recent accounting pronouncements which are
authorities.
not yet effective

Ministry of Corporate Affairs (“MCA”) notifies new As per management’s current assessment,
standard or amendments to the existing standards. no significant impact on carrying amounts of
There is no such notification which would have inventories, goodwill, intangible assets, trade
been applicable from April 1, 2020. receivables, investments and other financial assets
is expected, and management will continue to
3.2 Note on COVID-19 monitor changes in future economic conditions.
 In view of the lockdown across the country due The eventual outcome of the impact of the global
to the outbreak of COVID pandemic, operations health pandemic may be different from those
in many of the Group’s locations (manufacturing, estimated as on the date of approval of these
warehouses, offices, etc.) are scaled down or Consolidated Financial Statements.

263
4. Property, plant and equipment
` in crore
Furniture Salt works,
Traction
and Fittings Water
Freehold Leasehold Factory Other Plant and Lines and Mines and
and Vehicles works, Total
Land* land Buildings Buildings Machinery Railway Quarries#
Office Reservoirs
Sidings
Equipments and Pans
Gross Block
Balance as at April 1, 2018 273.86 8.85 653.62 186.57 3,681.59 121.38 28.20 37.35 20.83 153.47 5,165.72
Additions/adjustments 2.85 - 55.30 5.98 614.44 13.11 0.50 13.70 4.07 19.85 729.80
Disposals (0.46) - (0.32) (0.61) (39.96) (1.68) (2.94) (0.01) - (0.14) (46.12)
Reclassified from assets held for sale (note 26) - 13.91 - - - - - - - - 13.91
Exchange fluctuations (2.16) - 11.44 0.71 54.83 2.77 1.24 (0.01) 0.69 9.16 78.67
Balance as at March 31, 2019 274.09 22.76 720.04 192.65 4,310.90 135.58 27.00 51.03 25.59 182.34 5,941.98

264 I Integrated Annual Report 2019-20


Additions / adjustments ** 15.05 - 165.53 29.05 897.86 14.48 4.96 12.66 0.31 23.78 1,163.68
Disposals - - (0.13) (3.53) (30.19) (0.79) (0.89) - - - (35.53)
Reclassified to assets held for sale (note 26) - - (0.30) - - - - - - - (0.30)
Transferred to right of use assets (note 6) - - - (0.17) (28.35) - (0.74) - - - (29.26)
Transferred to discontinued operation (note 36) - - - - (5.63) (0.73) - - - - (6.36)
Exchange fluctuations 4.44 - 29.89 1.37 187.12 5.48 2.03 0.18 1.56 18.77 250.84
Balance as at March 31, 2020 293.58 22.76 915.03 219.37 5,331.71 154.02 32.36 63.87 27.46 224.89 7,285.05
Accumulated Depreciation
Balance as at April 1, 2018 - 1.56 117.10 25.31 933.90 55.61 10.62 13.47 8.78 12.18 1,178.53
Depreciation for the year - 0.36 41.27 8.57 380.50 18.22 5.83 4.10 2.33 13.78 474.96
Disposals / adjustments - - (0.22) (0.01) (20.64) (0.88) (2.67) - - (0.14) (24.56)
Reclassified from assets held for sale (note 26) - 1.26 - - - - - - - - 1.26
Exchange fluctuations - - 2.72 0.21 13.19 0.88 0.40 (0.01) 0.39 0.60 18.38
Balance as at March 31, 2019 - 3.18 160.87 34.08 1,306.95 73.83 14.18 17.56 11.50 26.42 1,648.57
Depreciation for the year - 0.24 47.75 7.20 380.25 15.07 5.72 7.30 2.40 6.97 472.90
Disposals / adjustments - - (0.21) (0.91) (24.84) (0.72) (0.78) - - - (27.46)
Reclassified to assets held for sale (note 26) - - (0.03) - - - - - - - (0.03)
Transferred to right of use assets (note 6) - - - - (14.63) - (0.61) - - - (15.24)
Transferred to discontinued operation (note 36) - - - - (2.13) (0.56) - - - - (2.69)
Exchange fluctuations - - 10.44 0.67 68.46 2.79 1.25 0.04 0.94 2.96 87.55
Balance as at March 31, 2020 - 3.42 218.82 41.04 1,714.06 90.41 19.76 24.90 14.84 36.35 2,163.60
Net Block as at March 31, 2019 274.09 19.58 559.17 158.57 3,003.95 61.75 12.82 33.47 14.09 155.92 4,293.41
Net Block as at March 31, 2020 293.58 19.34 696.21 178.33 3,617.65 63.61 12.60 38.97 12.62 188.54 5,121.45
* Freehold land ` 15.05 crore (2019 : ` Nil) and other building ` 0.01 crore (2019: ` 0.01 crore) for which legal formalities relating to transfer of title are pending.
** Includes ` 0.32 crore preoperative depreciation capitalised
# Pertaining to assets situated in mines and quarries.
Integrated Report Statutory Reports Financial Statements
Consolidated

5. Investment property
` in crore
Land Building Total
Gross Block
Balance as at April 1, 2018 3.58 26.52 30.10
Additions - - -
Balance as at March 31, 2019 3.58 26.52 30.10
Disposals * (3.22) (3.22)
Reclassified to assets held for sale (note 26) (2.45) - (2.45)
Balance as at March 31, 2020 1.13 23.30 24.43
Accumulated Depreciation
Balance as at April 1, 2018 - 2.16 2.16
Depreciation for the year - 0.73 0.73
Balance as at March 31, 2019 - 2.89 2.89
Depreciation for the year - 0.66 0.66
Disposals - (0.36) (0.36)
Balance as at March 31, 2020 - 3.19 3.19
Net Block as at March 31, 2019 3.58 23.63 27.21
Net Block as at March 31, 2020 1.13 20.11 21.24
* value below ` 50,000

Footnotes:
a) Disclosures relating to fair valuation of investment property
Fair value of the above investment property as at March 31, 2020 is ` 139.00 crore (2019: ` 363.01 crore) based on external valuation.

Fair Value Hierarchy


The fair value of investment property has been determined by external independent property valuers, having appropriate recognised
professional qualification and recent experience in the location and category of the property being valued.

The fair value measurement for all of the investment property has been categorised as a level 3 fair value based on the inputs to the
valuation techniques used.

Description of valuation technique used


The Group obtains independent valuations of its investment property after every three years. The fair value of the investment
property have been derived using the Direct Comparison Method. The direct comparison approach involves a comparison of the
investment property to similar properties that have actually been sold in arms-length distance from investment property or are
offered for sale in the same region. This approach demonstrates what buyers have historically been willing to pay (and sellers willing
to accept) for similar properties in an open and competitive market, and is particularly useful in estimating the value of the land and
properties that are typically traded on a unit basis. This approach leads to a reasonable estimation of the prevailing price. Given that
the comparable instances are located in close proximity to the investment property; these instances have been assessed for their
locational comparative advantages and disadvantages while arriving at the indicative price assessment for investment property.

b) The Group has not earned any material rental income on the above properties.

265
6. Right of use assets
` in crore
Other Plant and Rail Office
Land Vehicles Total
Buildings Machinery Equipment Equipments
Gross Block
Balance as at April 1, 2019 - - - - - - -
Transition impact of Ind AS 116 1.35 105.82 30.35 128.32 11.52 2.24 279.60
(note 39)
Transferred from prepaid expenses 1.87 - - - - - 1.87
Transferred from property, plant and - 0.17 28.35 - 0.74 - 29.26
equipment (note 4)
Additions 7.74 18.35 0.09 9.21 3.64 0.98 40.01
Disposals - (0.07) - (4.84) - - (4.91)
Exchange fluctuations 0.13 5.63 2.35 12.37 0.07 0.10 20.65
Balance as at March 31, 2020 11.09 129.90 61.14 145.06 15.97 3.32 366.48
Accumulated depreciation
Balance as at April 1, 2019 - - - - - - -
Amortisation for the year 0.10 22.08 10.99 47.63 5.56 0.94 87.30
Disposals - (0.07) - (0.90) - - (0.97)
Transferred from property, plant and - - 14.63 - 0.61 - 15.24
equipment (note 4)
Exchange fluctuations - 0.59 0.43 3.16 0.02 0.03 4.23
Balance as at March 31, 2020 0.10 22.60 26.05 49.89 6.19 0.97 105.80
Net Block as at March 31, 2020 10.99 107.30 35.09 95.17 9.78 2.35 260.68

7. Goodwill on consolidation
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019

Carrying value as at April 1 1,811.03 1,731.85


Exchange fluctuations 143.20 79.18
Carrying value as at March 31 1,954.23 1,811.03
Goodwill of ` 1,583.41 crore (2019: ` 1,447.18 crore) and ` 218.89 crore (2019: ` 211.92 crore) relates to the CGUs - Tata Chemicals
North America Inc. and it’s subsidiaries (‘TCNA Group’) and Cheshire Salt Holdings Limited Group and it’s subsidiaries (‘CSHL Group’)
respectively. The estimated value in use of the CGUs are based on future cash flows assuming an annual growth rate 2% to 3% for the
period subsequent to the forecast period of 5 years and discount rates in the range of 6% to 8%, which consider the operating and macro-
economic environment in which the entities operate.
An analysis of the sensitivity of the change in key parameters (operating margin, discount rates and long term average growth rate),
based on reasonably probable assumptions, did not result in any probable scenario in which the recoverable amount of the CGUs would
decrease below the carrying amount.
Goodwill of ` 151.93 crore (2019: ` 151.93 crore) has been allocated to three CGUs (Individually immaterial) within the specialty products,
and evaluated based on their recoverable amounts which exceeds their carrying amounts.

266 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

8. Other intangible assets


` in crore
Product
registration,
Computer Technical Mining
contractual Total
Software knowhow rights
rights and
others*
Gross Block
Balance as at April 1, 2018 17.47 15.36 22.19 7,290.07 7,345.09
Additions 1.52 5.53 1.43 - 8.48
Disposals (0.02) - (0.55) - (0.57)
Exchange fluctuations 0.62 - - 434.00 434.62
Balance as at March 31, 2019 19.59 20.89 23.07 7,724.07 7,787.62
Additions 2.69 2.98 4.25 0.32 10.24
Transferred to discontinued operation (note 36) (0.48) - - - (0.48)
Exchange fluctuations 1.16 - - 718.04 719.20
Balance as at March 31, 2020 22.96 23.87 27.32 8,442.43 8,516.58
Accumulated amortisation
Balance as at April 1, 2018 10.31 9.78 15.79 269.49 305.37
Amortisation for the year 2.10 4.47 1.41 87.72 95.70
Disposals - - (0.21) - (0.21)
Exchange fluctuations 0.44 - - 14.98 15.42
Balance as at March 31, 2019 12.85 14.25 16.99 372.19 416.28
Amortisation for the year 2.08 4.51 1.84 97.50 105.93
Transferred to discontinued operation (note 36) (0.02) - - - (0.02)
Exchange fluctuations 0.85 - - 41.06 41.91
Balance as at March 31, 2020 15.76 18.76 18.83 510.75 564.10
Net Block as at March 31, 2019 6.74 6.64 6.08 7,351.88 7,371.34
Net Block as at March 31, 2020 7.20 5.11 8.49 7,931.68 7,952.48
* Others include wagon rights provided by the Ministry of Railways to carry goods at concessional freight.

9. (a) Investments in joint ventures


The Group’s interest in joint ventures are accounted for using the equity method in the Consolidated Financial Statements.
Percentage of ownership
Following are details of investments in Joint ventures:
Interest
Country of As at As at
incorporation March 31, 2020 March 31, 2019
Indo Maroc Phosphore S.A. ('IMACID') Morocco 33.33% 33.33%
JOil (S) Pte. Ltd. ('Joil') Singapore 33.78% 33.78%
Tata Industries Ltd. India 9.13% 9.13%
The Block Salt Company Ltd. United Kingdom 50.00% 50.00%

The Group had no contingent liabilities or capital commitments relating to its interest in joint ventures as at March 31, 2020 and 2019. The
joint ventures have no other contingent liabilities or capital commitments as at March 31, 2020 and 2019.

267
Carrying amount of investment in joint ventures ` in crore

As at As at
March 31, 2020 March 31, 2019
Indo Maroc Phosphore S.A. 336.07 391.73
JOil (S) Pte. Ltd.* - -
The Block Salt Company Ltd. 2.27 2.73
Tata Industries Ltd. (w.e.f. 27 March, 2019) (note 38) 431.97 476.10
Total 770.31 870.56
*The Group has impaired 100% investment during the year ended March 31, 2015.

` in crore
Year ended Year ended
Summary of movement of investment in joint ventures
March 31, 2020 March 31, 2019
Opening carrying value as at April 1 A 870.56 352.72
Add/(Less):
Additional Investment B - 0.35
Ind-AS 116 Impact - Lease C (0.27) -
Joint venture Reserve movement D 0.30 -
Transfer from other investment (fair valued) E - 476.10
Add: Share of profit of joint ventures
Group’s share of profit for the year (net of tax)
- from continuing operation (3.85) 97.98
- from discontinued operation** 31.34 -
Margin elimination on stock - 1.23
F 27.49 99.21
Other comprehensive income (net of tax) G (66.20) -
Dividend received during the year H (73.52) (58.43)
Exchange fluctuations I 11.95 0.61
Closing carrying value as at March 31 A to I 770.31 870.56
** includes profit arising from sale of one of the subsidiaries of Tata Industries Limited (a joint venture of the Group).

9. (b) Other investments


As at March 31, 2020 As at March 31, 2019
Holdings Amount Holdings Amount
No of shares ` in crore No of shares ` in crore
(a) Investments in equity instruments
(Fair value through other comprehensive income)
(I) Quoted
Crystal Peak Minerals Inc. 2,90,55,612 5.45 2,90,55,612 27.03
The Indian Hotels Co. Ltd. 1,06,89,348 80.17 1,06,89,348 165.58
Oriental Hotels Ltd. 25,23,000 4.35 25,23,000 11.62
Tata Investment Corporation Ltd. 4,41,015 29.25 4,41,015 36.75
Tata Steel Ltd. 28,90,693 77.93 28,90,693 150.61
Tata Steel Ltd. (partly paid) 1,99,358 0.59 1,99,358 1.28
Tata Motors Ltd. 19,66,294 13.97 19,66,294 34.26
Titan Company Ltd. 1,38,26,180 1,290.97 1,38,26,180 1,578.74
Spartek Ceramics India Ltd. 7,226 - 7,226 -
Nagarjuna Finance Ltd. 400 - 400 -
Pharmaceuticals Products of India Limited 10,000 - 10,000 -

268 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

9. (b) Other investments (Cont...)


As at March 31, 2020 As at March 31, 2019
Holdings Amount Holdings Amount
No of shares ` in crore No of shares ` in crore
Balasore Alloys Ltd. 504 * 504 *
J.K.Cement Ltd. 44 * 44 *
Total quoted investment (i) 1,502.68 2,005.87
(II) Unquoted
The Associated Building Co. Ltd. 550 0.02 550 0.02
Taj Air Ltd. 40,00,000 - 40,00,000 -
Tata Capital Ltd. 32,30,859 16.48 32,30,859 16.35
Tata International Ltd. 48,000 108.48 48,000 140.64
Tata Projects Ltd. 1,93,500 222.85 1,93,500 266.53
Tata Services Ltd. 1,260 0.13 1,260 0.13
Tata Sons Ltd. 10,237 56.86 10,237 56.86
Tata Teleservices Ltd. (footnote 'i')# 12,85,110 - 12,85,110 -
IFCI Venture Capital Funds Ltd. 2,50,000 0.67 2,50,000 0.67
Kowa Spinning Ltd. 60,000 * 60,000 *
Global Innovation And Technology Alliance (GITA) 15,000 1.50 15,000 1.50
Water Quality India Association 7,100 0.01 7,100 0.01
Gk Chemicals And Fertilizers Limited 1,24,002 - 1,24,002 -
Biotech Consortium India Ltd. 50,000 0.05 50,000 0.05
Indian Potash Ltd. 54,000 0.01 54,000 0.01
Bharuch Enviro Infrastructure Ltd. 36,750 0.04 36,750 0.04
Narmada Clean Tech Ltd. 3,00,364 0.30 3,00,364 0.30
Cuddalore SIPCOT Industries Common Utilities Ltd. 113 * 113 *
Patancheru Enviro-Tech Ltd. 10,822 0.01 10,822 0.01
Amba Trading & Manufacturing Company Private Ltd. 1,30,000 * 1,30,000 *
Associated Inds. (Assam) Ltd. 30,000 * 30,000 *
Uniscans & Sonics Ltd. 96 * 96 *
Impetis Biosciences Ltd 5,68,414 3.38 5,68,414 3.38
Caps Rallis (Private) Ltd. 21,00,000 - 21,00,000 -
Total unquoted investment (ii) 410.79 486.50
Total investments (i + ii) 1,913.47 2,492.37
Aggregate amount of quoted investments (i) 1,502.68 2,005.87
Aggregate market value of quoted investments (i) 1,502.68 2,005.87
Aggregate carrying value of unquoted 410.79 486.50
investments (ii)
#Aggregate amount of impairment in value of 1.51 1.51
other unquated Investments

Footnote:
(i) Shares can be transferred only with the prior approval of the Board of Directors of Tata Teleservices Ltd.
* value below ` 50,000/-

9. (c) Current investments (Fair value through profit and loss)


` in crore
As at As at
March 31, 2020 March 31, 2019
Investment in mutual funds - unquoted 1,601.02 2,252.34
Total current investments 1,601.02 2,252.34

269
10. Loans
` in crore
As at As at
March 31, 2020 March 31, 2019
Non-Current
Unsecured, considered good
(i) Loans to employees (footnote 'i') 0.92 1.13
(ii) Security Deposit 9.07 6.74
9.99 7.87
Current
Unsecured, considered good
(i) Loans to employees (footnote 'i') 0.23 0.40
(ii) Security Deposit - 0.93
0.23 1.33
Footnote:
(i) Loans to employees includes ` Nil (2019: ` *) due from officer of the Group. Maximum balance outstanding during the year is ` Nil (2019 : ` *).
* value below ` 50,000”

11. Other financial assets


` in crore
As at As at
March 31, 2020 March 31, 2019
Non-Current
(a) Fixed deposits with banks 1.03 0.69
(b) Deposit with others 2.94 4.77
(c) Derivatives (note 42) 0.96 1.89
4.93 7.35
Current
(a) Claim receivable - Related party (note 45) 0.33 0.50
(b) Derivatives (note 42) 12.38 54.65
(c) Accrued income 58.56 53.39
(d) Advance recoverable - Related party (note 45) 1.03 1.03
(e) Subsidy Receivable (net) (footnote 'i') 60.08 224.75
(f ) Others 6.63 6.47
139.01 340.79

Footnote:
(i) Subsidy receivable from the Government relates to Phosphatic fertiliser business and Trading business.

270 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

12. Other assets


` in crore
As at As at
March 31, 2020 March 31, 2019
Non-Current
(a) Capital advances 131.11 107.94
(b) Claim receivable 5.48 5.50
(c) Deposit with public bodies and others 64.86 56.16
(d) Prepaid expenses 28.41 24.54
(e) Net defined benefit assets (note 40) 45.00 48.37
(f ) Others 10.46 9.89
285.32 252.40
Current
(a) Prepaid expenses 43.28 59.98
(b) Advance to suppliers 55.50 50.32
(c) Statutory receivables 285.03 202.37
(d) Others 68.38 57.40
452.19 370.07

13. Inventories
` in crore
As at As at
March 31, 2020 March 31, 2019
(a) Raw materials (footnote ‘i’) 740.59 619.80
(b) Work-in-progress 129.41 112.43
(c) Finished goods 664.10 594.62
(d) Stock-in-trade (footnote ‘i’) 87.25 125.34
(e) Stores, spare parts and packing materials (footnote ‘i’) 247.81 273.39
1,869.16 1,725.58
Footnotes:
(i) Inventories includes goods in transit:
(ii) The cost of inventories recognised as an expense includes ` 9.37 crore (2019: ` 8.64 crore) in respect of write-down of inventories to
net realisable value, and has been reduced by ` 3.66 crore (2019: ` 2.73 crore) in respect of reversal of such write-down. Reversal of
previous write-downs have been largely as a result of increased selling prices of certain products.
(iii) Inventories have been offered as security against the working capital facilities provided by the bank.

271
14. Trade receivables
` in crore
As at As at
March 31, 2020 March 31, 2019

Current
(a) Secured, considered good 93.52 70.79
(b) Unsecured, considered good 1,486.40 1,381.71
(c) Unsecured, which have significant increase in Credit Risk - 3.24
(d) Unsecured, credit impaired 87.36 88.19
Less: Impairment loss allowance (87.36) (91.43)
1,579.92 1,452.50
Footnotes:
(i) Before accepting new customer, the Group has appropriate levels of control procedures which ensure the potential customer’s credit
quality. Credit limits attributed to customers are reviewed periodically by the Management.
(ii) Movement in Credit impaired
` in crore
Year ended Year ended
March March
31, 2020 31, 2019
Balance at the beginning of the year 91.43 34.34
Credit impaired pertaining to discontinued operations (note 36) (11.43) 48.28
Provision during the year 11.24 16.85
Reversal during the year (4.29) (8.12)
Exchange fluctuation 0.41 0.08
Balance at the end of the year 87.36 91.43
(iii) Trade receivables have been offered as security against working capital facilities provided by the bank.

15. Cash and cash equivalents and other bank balances


` in crore
As at As at
March 31, 2020 March 31, 2019
Cash and cash equivalents:
(a) Balance with banks 489.65 241.18
(b) Cash on hand 0.10 0.14
(c) Deposits accounts (with original maturity less than 3 months) 764.51 1,647.06
Cash and cash equivalents as per Consolidated Statement of Cash Flow 1,254.26 1,888.38
Other bank balances:
(a) Earmarked balances with banks 22.32 20.46
(b) Deposit accounts (other than (c) above, with original maturity less than 12 months from the 802.94 43.35
Balance Sheet date)
825.26 63.81
Footnote:
(i) Non cash transactions
The Company has not entered into any non cash investing and financing activities.

272 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

16. Equity share capital


As at March 31, 2020 As at March 31, 2019
No of shares ` in crore No of shares ` in crore

(a) Authorised:
Ordinary shares of ` 10 each 27,00,00,000 270.00 27,00,00,000 270.00
(b) Issued :
Ordinary shares of ` 10 each 25,48,42,598 254.84 25,48,42,598 254.84
(c) Subscribed and fully paid up:
Ordinary shares of ` 10 each 25,47,56,278 254.76 25,47,56,278 254.76
(d) Forfeited shares:
Amount originally paid-up on forfeited shares 86,320 0.06 86,320 0.06
254.82 254.82
Footnotes:
(i) The movement in number of shares and amount outstanding at the beginning and at the year end
Year ended March 31, 2020 Year ended March 31, 2019
No of shares ` in crore No of shares ` in crore

Issued share capital:


Ordinary shares :
Balance as at April 1 25,48,42,598 254.84 25,48,42,598 254.84
Balance as at March 31 25,48,42,598 254.84 25,48,42,598 254.84
Subscribed and paid up:
Ordinary shares :
Balance as at April 1 25,47,56,278 254.76 25,47,56,278 254.76
Balance as at March 31 25,47,56,278 254.76 25,47,56,278 254.76

(ii) Terms/ rights attached to equity shares


The Company has issued one class of ordinary shares at par value of ` 10 per share. Each shareholder is eligible for one vote per
share held. The dividend proposed by the Board of Directors is subject to approval of the shareholders in the ensuing Annual
General Meeting except in the case of interim dividend. In the event of liquidation, the equity shareholders are eligible to receive the
remaining assets of the Company, after distribution of all preferential accounts, in proportion to their shareholding.

(iii) Details of shares held by each shareholder holding more than 5% shares.
As at March 31, 2020 As at March 31, 2019
No of shares % No of shares %
Ordinary shares with voting rights
(i) Tata Sons Private Ltd. 7,26,25,673 28.51 5,97,86,423 23.47
(ii) HDFC Trustee Company Limited * * 2,26,13,010 8.88
(iii) Life Insurance Corporation Of India 1,68,84,036 6.63 1,55,71,496 6.11
(iv) ICICI Prudential Mutual fund 1,60,79,641 6.31 * *
(v) Tata Investment Corporation Ltd. 1,52,00,001 5.97 1,52,00,001 5.97
* Not holding more than 5% shares

273
17. Other equity
` in crore

As at As at
March 31, 2020 March 31, 2019
1 Capital reserve and other reserves from amalgamation 326.64 326.64
2 Securities premium 1,258.89 1,258.89
3 Capital redemption reserve 0.10 0.10
4 Debenture redemption reserve - 240.00
5 General reserve 1,522.47 1,282.47
6 Foreign currency translation reserve 2,062.55 1,668.27
7 Retained earnings 6,185.80 5,192.86
8 Equity instruments through other comprehensive income 1,568.02 2,171.68
9 Effective portion of cash flow hedges (281.63) (54.46)
Total other equity 12,642.84 12,086.45

The movement in other equity


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019

17.1 Capital reserve and other reserves from amalgamation


Balance at the beginning of the year 326.64 20.73
Changes during the year (note 9(a) and 38) - 305.91
Balance at the end of the year 326.64 326.64
17.2 Securities premium
Balance at the beginning of the year 1,258.89 1,258.89
Balance at the end of the year 1,258.89 1,258.89
Footnote:
Securities premium is used to record the premium on issue of shares. The reserve is eligible for utilisation in accordance with the
provisions of the 2013 Act.
17.3 Capital redemption reserve
Balance at the beginning of the year 0.10 0.10
Balance at the end of the year 0.10 0.10
17.4 Debenture redemption reserve
Balance at the beginning of the year 240.00 240.00
Transferred to General reseve (240.00) -
Balance at the end of the year - 240.00
Footnote:
The Company is required to create a debenture redemption reserve out of the profits which is available for the purpose of
redemption of debentures, which has been redeemed during the year.
17.5 General reserve
Balance at the beginning of the year 1,282.47 1,282.47
Transferred from Debenture redemption reserve 240.00 -
Balance at the end of the year 1,522.47 1,282.47
Footnote:
The general reserve represents amounts appropriated out of retained earnings based on the provisions of the Act prior to its
amendment.

274 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

` in crore
Year ended Year ended
March 31, 2020 March 31, 2019

17.6 Foreign currency translation reserve


Balance at the beginning of the year 1,668.27 1,457.46
Changes during the year 394.28 210.81
Balance at the end of the year 2,062.55 1,668.27
Footnotes:

The Foreign currency translation reserve represents all exchange differences arising from translation of Financial Statements of
foreign operations.

17.7 Retained earnings ` in crore

Year ended Year ended


March 31, 2020 March 31, 2019

Balance at the beginning of the year 5,192.86 4,626.08


Profit for the year 7,006.33 1,155.91
Remeasurement of defined employee benefit plans (net of tax) (26.97) 82.14
Dividends including tax on dividend (383.89) (675.66)
Deemed dividend on demerger (note 36) (6,307.97) -
Refund of tax on dividend 1.65 -
Transition impact of Ind AS 116 (note 39) (14.95) -
Impact on Merger of Zero Waste to Rallis 0.14 -
Joint venture Reserve movement 0.30 -
Acquisition of non-controlling interests (note 38) 718.30 -
Transfer from Equity instruments through other comprehensive income - 4.39
Balance at the end of the year (footnote ‘ii’) 6,185.80 5,192.86
Footnote:
(i) The amount that can be distributed by the holding company as dividends to its equity shareholders is determined based on the
Standalone Financial Statements of the holding company and also considering the requirements of the Companies Act, 2013. Thus,
the amounts reported above are not distributable in entirety.
The Board of Directors has recommended a final dividend of 110 % (2019: 125%) for the financial year 2019-20 ` 11.00 per share (2019:
` 12.50 per share) which is subject to the approval of the shareholders.

(ii) Includes balance of remeasurement of net defined benefit plans loss of ` 734.09 crore (2019: ` 707.12 crore).

17.8 Equity instruments through other comprehensive income


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019

Balance at the beginning of the year 2,171.68 1,941.85


Changes in fair value of equity instruments at FVTOCI (net of tax) (603.66) 234.22
Transfer to Retained earnings - (4.39)
Balance at the end of the year 1,568.02 2,171.68
Footnote:
This reserve represents the cumulative gains and losses arising on the revaluation of equity instruments measured at fair value through
other comprehensive income, net of amounts reclassified to retained earnings when those assets have been disposed off.

275
17.9 Effective portion of cash flow hedges (note 42(c))
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
Balance at the beginning of the year (54.46) 19.31
Acquisition of non-controlling interests (6.64) -
Changes during the year (220.53) (73.77)
Balance at the end of the year (281.63) (54.46)
Footnote:
The effective portion of cash flow hedges represents the effective portion of the cumulative net change in the fair value of cash flow
hedging instruments related to hedged transactions that have not yet occurred.

18. Non-controlling interests (‘NCI’)


Subsidiaries that have non-controlling interests are listed below:
` in crore
Non-controlling interests share
Country of incorporation
As at As at
and operation
March 31, 2020 March 31, 2019

Rallis India Limited ("Rallis") India 49.94% 49.94%


Tata Chemicals (Soda Ash) Partners Holdings** (note 38) United States of America ^^ 25.00%
Tata Chemicals (Soda Ash) Partners ** (note 38) United States of America ^^ 25.00%
PT Metahelix Lifesciences Indonesia Indonesia 34.23% 34.23%
Alcad** United States of America 50.00% 50.00%
** a general partnership formed under the laws of the State of Delaware (USA).
^^During the year ended March 31, 2020, the group has acquired balance 25% (note 38).

Movement of non-controlling interests


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
Opening as at April 1 2,914.67 2,717.16
Add/(Less):
Profit for the year 221.82 230.94
Other comprehensive income for the year 50.58 132.73
Dividends including tax on dividend (171.18) (167.50)
Impact due to Ind-AS 116 Implementation (2.19) -
Impact on Merger of Zero Waste to Rallis 0.14 -
Additional infusion by NCI - 1.34
Acquisition of non-controlling interests by Group (2,250.07) -
Closing as at March 31 763.77 2,914.67

276 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

19. Borrowings
` in crore
As at As at
March 31, 2020 March 31, 2019

Non-current
Secured - at amortised cost
(a) Term loans - bank (footnote 'a') 1,402.54 2,898.32
(b) Term loans - others (footnote 'b') 0.27 0.47
Unsecured - at amortised cost
(a) Term loans - bank (footnote 'd') 2,098.59 1,921.14
(b) Term loans - others (footnote 'e') 0.42 0.17
(c) Other loans (footnote 'f') 5.23 5.55
3,507.05 4,825.65
Less: Unamortised finance cost 33.69 56.32
3,473.36 4,769.33
Current
Loans repayable on demand
Secured - from banks
(a) Cash/packing credits/Bank o/d (footnote 'g') 24.12 36.95
(b) Working capital demand loan (footnote 'h') 42.88 30.83
Unsecured - from banks
(a) Term loans - bank (footnote 'i') 1,324.14 -
(b) Working capital demand loan (footnote 'j') 378.33 117.56
(c) Suppliers' credit (footnote 'k') 143.47 167.12
1,912.94 352.46
Footnotes:
(a) (i) Secured term loans owed by Natrium Holdings and its subsidiaries (‘Natrium Holdings Limited Group’):
Secured term loans of Natrium Holdings Limited Group comprise of a £ 80 million term loan (‘Term loan’) and a £ 20 million
revolving credit facility (‘RCF’). As at March 31, 2020, the debt outstanding under the term loan amounts to ` 748.02 crore (2019:
` 724.19 crore) (£ 80 million 2019: £ 80 million).
A maximum of £ 20 million can be drawn down under the RCF, of which `187.01 crore (2019: `162.95 crore) (2020: £ 20 million
and 2019: £ 18 million) had been drawn down as at March 31, 2020.
Interest on this facility is payable at LIBOR plus 1.15% per annum (2019: 1.15% per annum). The debt facilities are secured by
fixed and floating charges over the assets of the sub-group. Both the above loans are repayable in full in March 2023.
(ii) Secured term loans owed by Cheshire Salt Holdings Limited (‘CSHL Group’):
Secured term loans of CSHL Group comprise of a £ 50 million term loan (‘Term loan’) and a £ 5 million revolving credit facility
(‘RCF’). As at March 31, 2020, the debt outstanding under the term loan amounts to ` 467.51 crore (2019: ` 452.62) (£ 50 million
2019: £ 50 million). The RCF is unutilised as at March 31, 2020.
Interest on these facility is payable at LIBOR plus 1.35% per annum. The debt facilities are secured by fixed and floating charges
over the assets of the sub-group. The term loans is repayable in instalments commencing March 2021 and ending in March
2023.
(iii) Secured term loans owed by Tata Chemicals North America (‘TCNA’) Group:
Secured term loans of TCNA comprise of a USD 315 million term loan (‘Term loan’) and a USD 25 million revolving line of credit
(‘Revolver’).
The term loans are secured by a first-priority interest in the TCNA’s 75% interest in TCSAPH, the TCNA’s assets, and equity interest
in foreign subsidiaries. As at March 31, 2020, the debt outstanding under this agreement is `1,704.73 crore (USD 225.30 million)
(this has been disclosed in note 20 within the heading current maturity of non-current borrowings under other financial
liabilities (current)) and 2019: `1,558.06 crore (USD 225.30 million). The Term loan and Revolver are repayable in full on August
9, 2020.

277
The borrowing under this facility bears interest at either LIBOR plus applicable margin or an alternate base rate based upon
the greatest of (a) the Prime Rate in effect on such day, (b) the Federal Funds Effective Rate in effect on such day plus 1/2 of 1%
and (c) the Adjusted LIBOR for a one month Interest Period on such day plus 1%. The applicable margin on the Term loan and
Revolver is 2.75% per annum on LIBOR borrowings and 1.75% per annum on alternate base rate loans.
(iv) Secured term loans owed by Rallis India Limited (‘Rallis’):
The other term loan is secured by a first charge on entire movable fixed assets and agricultural property funded by the bank.
The balance outstanding as at March 31, 2020 is ` Nil (2019: ` 1.00 crore) (of which ` Nil (2019: ` 0.50 crore) has been disclosed
in note 20 within the heading current maturity of non-current borrowings under other financial liabilities (current)). The rate of
interest on this loan is 7.50% per annum.
(b) Debt owed by Rallis:
Term loan from Biotechnology Industry Partnership Project is secured by hypothecation of all equipment, apparatus machineries,
machineries spares, tools and other accessories, goods and/or the other movable property of Rallis, present and future to a value
equivalent to the amount of loan and interest thereon and the royalty payable on grant-in-aid till the full and final settlement of
all dues. The balance payable as on March 31, 2020 is ` 0.27 crore (2019: ` 0.72 crore) of which ` Nil (2019: ` 0.25 crore) has been
disclosed in note 20 within the heading current maturity of long term debt under other financial liabilities (current). Rate of interest
on this loan is 2% per annum.

(c) Unsecured redeemable Non-convertible debentures having face value of ` 10 lakhs each amounting to ` Nil (2019: ` 250.00 crore)
were redeemable at par on July 2, 2019 and bears interest rate of 10% per annum. ` Nil (2019: ` 250.00 crore) has been disclosed in
note 20 within the heading current maturity of long term debt under other financial liabilities (current).
(d) (i) The External Commercial Borrowings (‘ECB’) ` Nil (2019: ` 438.85 crore) (USD Nil (2019: USD 63.46 million) were due for repayment
during October 2019 and bear interest of LIBOR plus spread of 1.95% semi-annually. Current portion due for repayment within
one year ` Nil (2019: ` 438.85 crore). This amount has been disclosed in note 20 within the heading current maturities of non
current borrowings under other financial liabilities (current).
(ii) Debt owed by Homefield Pvt UK Limited:
Term Loan USD 45 Million: The amounts outstanding were ` 340.49 crore (2019: ` 311.20 crore). The loan is repayable on or after
March 2020 but not later than October 2020 and has been disclosed in note 20 within the heading ‘current maturities of non-
current borrowings’ under Other financial liabilities (current). Interest on this loan is payable based on USD LIBOR plus a margin
of 1.50% per annum.
(iii) Debt owed by Homefield Pvt UK Limited:
Term Loan USD 28.50 Million: The amount outstanding is ` 215.65 crore for the year ended March 31, 2020 (2019: ` 197.09
crore). This loan repayable in full in March 2023. Interest on this loan is payable based on USD LIBOR plus a margin of 1.15% per
annum.
(iv) Debt owed by Rallis:
Loan of ` 15.00 crore is repayable in quarterly installments. The repayment began after a moratorium of 24 months from
February 2018. The balance outstanding as at March 31, 2020 is ` 9.45 crore (2019: ` 12.00 crore) of which ` 3.00 crore (2019:
` 3.00 crore) has been grouped in note 20 within current maturities of non-current borrowings under Other financial liabilities
(current), which are payable in next 12 months.
(v) Debt owed by Tata Chemicals Magadi Limited (‘TCML’):
The outstanding loan as at the year end is ` 363.19 crore (USD 48 million) (2019: ` 331.94 crore (USD 48 million)). The loan is
repayable in instalments commencing July 2021 and ending January 2024. Interest on this loan is payable, every six months i.e.
in January and July, based on 6 months USD LIBOR plus a margin of 1.80% per annum.

278 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

(vi) Debt owed by Tata Chemicals International Pte. Limited (‘TCIPL’):


The outstanding loan as at 31st March, 2020 is ` 1,513.30 crore (2019: ` 1,383.11 crore) (USD 200 million (2019: USD 200 million)).
The loan bear an effective interest rate of 3.91% (2019: 3.81%). The loan is repayable in full on December 12, 2022.
(e) Debt owed by Rallis:
Term loan from Council of Scientific and Industrial Research: The balance payable as on March 31, 2020 is ` 0.42 crore (2019: ` 0.26
crore) of which an amount of ` Nil (2019: ` 0.09 crore) has been disclosed in note 20 within the heading current maturity of long
term debt under other financial liabilities (current). The same is repayable alongwith interest in 7 annual installments. The loan bears
interest of 3% per annum.
(f ) Debt owed by Rallis:
Sales Tax Deferral Scheme: The loan is repayable in annual installments which range from a maximum of ` 1.13 crore to a minimum of
` 0.15 crore over the period stretching from April 1, 2020 to March 31, 2027. The amount outstanding is free of interest. The balance
outstanding as at March 31, 2020 is ` 5.55 crore (2019: ` 5.70 crore), out of which ` 0.31 crore (2019: ` 0.15 crore) has been disclosed
in note 20 within the heading current maturity of long term debt under other financial liabilities (current).
(g) (i) Debt owed by TCL:
Loans from banks on Cash Credit ` Nil (2019: ` 0.99 crore) carry an interest ranging from 8.70% per annum to 9.10% p.a. and are
secured by way of hypothecation of stocks of raw materials, finished products, stores and work-in-process as well as book debts.
(ii) Debt owed by Rallis:
Bank overdrafts and cash credit facility ` 24.12 (2019: ` 35.96 crore) are secured by first pari passu charge on inventories
(including raw material, finished goods and work-in-progress) and book debts.
(h) (i) Debt owed by TCML:
Outstanding loan of ` 17.38 crore (2019: ` 13.83 crore)(2020: USD 2.3 million and 2019: USD 2 million). It is a secured overdraft
facility against dues receivable from Kenyan Revenue Authority. The rate of interest for this borrowing is 8.08% (2019: 9%) per
annum.
(ii) Debt owed by Rallis:
Loan of ` 25.50 crore (2019: ` 17.00 crore) is secured by first paripassu charge on stock (including raw material, finished goods
and work-in-progress) and book debts and carries a weighted average interest of 8.56% per annum.
(i) Term loan of VHI, comprised of a ` 1324.14 crore (2019: ` Nil) (USD 175 million (2019: USD Nil) term loan (‘Bridge loan’)
The Bridge loan is unsecured and is repayable in full on June 19, 2020. The effective interest rate for the year ended March 31, 2020 is
ranging from 2.94 % to 3.19 %.
(j) Debt owed by TCIPL:

` 378.33 crore (2019: ` 117.56 crore)(2020: USD 50 million and 2019: USD 17 million) is towards unsecured working capital facility and
is repayable within 90 days (2019: 90 days) . Interest is charged at 1.39% to 3.99% (2019: 2.60% to 3.99%) per annum over US$ LIBOR.
(k) Suppliers’ credit:

As at March 31, 2020: Unsecured Supplier’s credit repayable on demand bears interest ranging from 1.91 % to 3.14 % per annum.
As at March 31, 2019: Unsecured Supplier’s credit repayable on demand bears interest ranging from 2.69% to 3.12% per annum.

279
20. Other financial liabilities
` in crore
As at As at
March 31, 2020 March 31, 2019

Non-current
(a) Derivatives (note 42) 127.90 28.66
(b) Deposit payable 6.45 6.41
(c) Others 17.18 13.01
151.53 48.08
Current
(a) Current maturities of non-current borrowings (note 19)
(i) Non-convertible debentures (note 19 - footnote 'c') - 250.00
(ii) From Banks - Secured (note 19 - footnote 'a', 'b' and 'e') 1,704.73 0.84
(iii) From Banks - Unsecured (note 19 - footnote 'd') 343.49 753.05
(iv) From Others - Unsecured (note 19 - footnote 'f') 0.31 0.15
2,048.53 1,004.04
Less: Unamortised cost of borrowings 7.88 1.46
2,040.65 1,002.58
(b) Current maturities of lease liabilities (note 39) 87.42 5.48
(c) Interest accrued 10.42 37.75
(d) Creditors for capital goods 175.14 123.43
(e) Unclaimed dividend 20.36 20.49
(f ) Unclaimed debenture interest 0.01 0.01
(g) Derivatives (note 42) 166.68 39.23
(h) Security deposits from customers 38.32 42.49
(i) Contingent consideration - 6.37
(j) Others 148.23 176.72
2,687.23 1,454.55

21. Provisions
` in crore
As at As at
March 31, 2020 March 31, 2019

Non-Current
(a) Provision for employee benefits
(i) Pension and other post retirement benefits (note 40) 1,466.54 1,319.18
(ii) Compensated absences and long service awards 4.05 4.24
1,470.59 1,323.42
(b) Other provisions (footnote 'i') 182.93 180.50
1,653.52 1,503.92
Current
(a) Provision for employee benefits
(i) Pension and other post retirement benefits (note 40) 25.72 25.20
(ii) Compensated absences and long service awards 99.00 90.89
124.72 116.09
(b) Other provisions (footnote 'i') 152.18 164.24
276.90 280.33

280 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

Footnote:
(i) Other provisions include: ` in crore

Asset Provision Provision for


Provision for
retirement for emission restructuring Others
warranty Total
obligation allowance expenses (5)
(3)
(1) (2) (4)
Balance as at April 1, 2018 168.00 15.86 0.56 13.49 147.02 344.93
Provision pertaining to discontinued operation - - - - 100.16 100.16
Provisions recognised during the year 8.95 27.21 0.39 - 7.08 43.63
Payments/utilisations/surrenders during the year (4.09) (34.69) (0.56) (1.63) (119.60) (160.57)
Exchange fluctuations 9.26 (0.20) - (0.23) 7.76 16.59
Balance as at March 31, 2019 182.12 8.18 0.39 11.63 142.42 344.74
Provisions pertaining to discontinued operation - - - - 7.84 7.84
(Phosphatic fertiliser business)
Provisions recognised during the year 10.76 135.98 0.31 - 7.20 154.25
Payments/utilisations/surrenders during the year (12.30) (140.36) (0.29) (11.57) (22.86) (187.38)
Exchange fluctuations 15.60 0.12 - (0.06) - 15.66
Balance as at March 31, 2020 196.18 3.92 0.41 - 134.60 335.11
Balance as at March 31, 2019
Non-Current 168.87 - - 11.63 - 180.50
Current 13.25 8.18 0.39 - 142.42 164.24
Total 182.12 8.18 0.39 11.63 142.42 344.74
Balance as at March 31, 2020
Non-Current 182.93 - - - - 182.93
Current 13.25 3.92 0.41 - 134.60 152.18
Total 196.18 3.92 0.41 - 134.60 335.11
Nature of provisions :
(1) Provision for asset retirement obligation represents site restoration expense and decommissioning charges in India and cost towards
reclamation of the mine and land upon the termination of the partnership in USA. The timing of the outflows is expected to be within
a period of 1 to 96 years from the date of Consolidated Balance Sheet.
(2) Provision for emission allowance represents obligations to surrender carbon emission allowances under the EU emissions trading
scheme.
(3) Provision for warranty relates certain products that fail to perform satisfactorily during the warranty period. Provision made as at
respective year ends represents the amount of the expected cost of meeting such obligations of rectification/replacement. The
timing of the outflows is expected to be within a period of one year from the date of Consolidated Balance Sheet.
(4) Provision for restructuring expenses represents costs to be incurred following the closure of plant in UK and committed expenditure
to demolish redundant power facilities owned by the Group in UK.
(5) Provision for others represents management’s best estimate of outflow of economic resources in respect of water charges, entry tax,
land revenue and other disputed items including direct taxes, indirect taxes and other claims. The timing of outflows is uncertain and
will depend on the cessation of the respective cases.

22. Deferred tax assets (net) and liabilities (net)


` in crore
As at As at
March 31, 2020 March 31, 2019
(a) Deferred tax assets (net) (footnote 'i') 15.31 36.24
(b) Deferred tax liabilities (net) (footnote ‘ii’) (1,437.94) (1,297.18)

281
Footnotes:
(i) Deferred tax assets (net) ` in crore
As at Recognised in Recognised in Recognised Ind-AS 116 Others** Exchange As at
April 1, Consolidated Consolidated in other Transition fluctuations March 31,
2019 Statement of Statement of comprehensive Impact 2020
Profit and Loss Profit and Loss income
(continuing (discontinued
operations) operations)
Deferred tax assets/(liabilities) in relation to:
Property, plant and equipments and intangible asset 1.10 0.33 - - - 13.37 0.58 15.38
Allowance for doubtful debts and advances 4.35 - - - - (4.35) - -
Defined benefit obligation 0.65 - - - - (0.65) - -
Others 0.04 (0.54) - - - - 0.42 (0.08)
6.14 (0.21) - - - 8.37 1.00 15.30
Tax losses 2.10 - - - - (2.09) - 0.01
Unused credits 28.00 - - - - (28.00) - -
36.24 (0.21) - - - (21.72) 1.00 15.31

` in crore
As at Recognised in Recognised in Recognised Ind-AS 116 Others Exchange As at
April 1, Consolidated Consolidated in other Transition fluctuations March 31,
2018 Statement of Statement of comprehensive Impact 2019
Profit and Loss Profit and Loss income
(continuing ( discontinued
operations) operations)

Deferred tax assets/(liabilities) in relation to:


Property, plant and equipments and intangible asset (11.66) 12.96 - - - - (0.20) 1.10
Allowance for doubtful debts and advances 3.50 0.85 - - - - - 4.35
Defined benefit obligation 0.62 0.03 - - - - - 0.65
Others 0.03 0.01 - - - - - 0.04
(7.51) 13.85 - - - - (0.20) 6.14
Tax losses 7.72 (5.62) - - - - - 2.10
Unused Credits 20.60 7.40 - - - - - 28.00
20.81 15.63 - - - - (0.20) 36.24

(ii) Deferred tax liabilities (net) ` in crore


As at Recognised in Recognised in Recognised Ind-AS 116 Others** Exchange As at
April 1, Consolidated Consolidated in other Transition fluctuations March 31,
2019 Statement of Statement of comprehensive Impact 2020
Profit and Loss Profit and Loss income (note 39)
(continuing (discontinued
operations) operations)
Deferred tax assets/(liabilities) in relation to:
Property, plant and equipments (PPE) and intangible (1,390.22) 93.94 - - - (13.37) (100.78) (1,410.43)
asset
Acquisition of non-controlling interest (PPE and - (1.47) - - - (156.30) (10.66) (168.43)
Intangible)
Allowance for doubtful debts and Advances 51.54 (16.26) - - - 0.36 - 35.64
Accrued expenses allowed in the year of payment 28.41 (13.94) 6.77 65.42 - - - 86.66
Mark to market gains on mutual funds and derivatives (19.94) (4.52) - - - - - (24.46)
Lease Liabilities - 9.10 - - 1.84 0.17 - 11.11
Financial assets at FVTOCI 5.53 - - - - - 0.11 5.64
Partnership tax basis differences for USA Subsidiaries (38.17) 4.53 - 18.82 - - (2.02) (16.84)
Defined benefit obligation 30.86 (1.84) - 14.77 - (1.32) 3.49 45.96
Alternative Minimum Tax ('AMT') Credit 64.09 (18.19) - - - (47.50) 1.60 -
Others (29.28) (4.46) 31.86 0.98 - 1.66 (3.55) (2.79)
(1,297.18) 46.89 38.63 99.99 1.84 (216.30) (111.81) (1,437.94)

282 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

` in crore
As at Recognised in Recognised in Recognised Ind-AS 116 Others** Exchange As at
April 1, Consolidated Consolidated in other Transition fluctuations March 31,
2018 Statement of Statement of comprehensive Impact 2019
Profit and Loss Profit and Loss income
(continuing (discontinued
operations) operations)
Deferred tax assets/(liabilities) in relation to:
Property, plant and equipments and intangible asset (1,384.17) 57.46 - - - - (63.51) (1,390.22)
Allowance for doubtful debts and Advances 40.92 10.62 - - - - - 51.54
Accrued expenses allowed in the year of payment 74.02 (12.98) - (32.63) - - - 28.41
Mark to market gains on mutual funds and derivatives - (19.94) - - - - - (19.94)
Lease Liabilities (0.41) 0.41 - - - - - -
Financial assets at FVTOCI 5.53 - - - - - - 5.53
Partnership tax basis differences for USA Subsidiaries (37.77) (1.53) - 3.46 - - (2.33) (38.17)
Defined benefit obligation 34.89 0.23 - (6.32) - - 2.06 30.86
Alternative Minumum Tax ('AMT') Credit (note 35) 92.80 (6.71) - - - (27.74) 5.74 64.09
Others (17.36) (9.02) (0.14) (1.94) - - (0.82) (29.28)
(1,191.55) 18.54 (0.14) (37.43) - (27.74) (58.86) (1,297.18)
** Includes Impact of Tax Receivables (on AMT), transfer to discontinued operation, Impact of Merger of Metahelix Life Sciences Limited with Rallis India
Limited and Impact due to acquisition of non-controlling interest on PPE and Intangible assets.
(iii)
Unrecognised deferred tax assets
Deferred tax assets have not been recognised in respect of the following items, because it is not probable that future taxable profit
will be available against which the Group can use the benefits therefrom:
` in crore
As at March 31, 2020 As at March 31, 2019
Gross Tax effect Gross Tax effect
amount amount
Deductible temporary differences 1,237.11 261.23 1,304.95 248.66
Unused tax losses 962.25 229.87 784.51 166.81
2,199.36 491.10 2,089.46 415.47

The tax losses amounting to ` 6.04 crore (2019: ` 257.29 crore) for which no deferred tax asset was recognised expires between FY 2020 - 2028.
The deductible temporary differences and othes unused tax losses do not expire under current tax legislation.

23. Other liabilities ` in crore


As at As at
March 31, 2020 March 31, 2019

Non-current
(a) Pension payable on employee seperation 0.17 0.24
(b) Deferred income (including government grants) 56.41 27.76
(c) Others 41.49 40.25
98.07 68.25
Current
(a) Statutory dues 195.24 134.94
(b) Advance received from customers 114.64 92.66
(c) Deferred income (including government grants and emission trading allowance) 60.14 10.34
(d) Others 14.40 11.85
384.42 249.79

283
24. Trade payables ` in crore
As at As at
March 31, 2020 March 31, 2019

(a) Trade payables 1,623.40 1,454.40


(b) Amount due to Micro Small and Medium Enterprises 7.52 20.93
1,630.92 1,475.33

25. Tax assets and liabilities ` in crore


As at As at
March 31, 2020 March 31, 2019

(a) Tax assets


Non-current
(i) Advance tax assets (net) 699.92 815.00
699.92 815.00
Current
(i) Current tax assets (net) 137.00 3.51
137.00 3.51
(b) Current tax liabilities (net) 195.94 136.18
195.94 136.18

26. Assets classified as held for sale ` in crore


As at As at
Particulars March 31, 2020 March 31, 2019

(a) Assets classified as held for sale


(i) Assets held for sale (footnote ‘i’) 4.27 -
4.27 -
Footnotes:
(i) The Group intends to dispose of leasehold land which will no longer utilised in the next 12 months. The Group is currently in
negotiation with some potential buyers. No impairment loss was recognised on reclassification of the assets as held for sale nor as
at reporting date as the management of the Company expects that the fair value (estimated based on the recent market prices of
similar assets in similar locations) less costs to sell is higher than the carrying amount.
27. Revenue from operations ` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Sales of products (footnote ‘ii’ and ‘iii’) 10,252.37 10,259.92
(b) Other operating revenues
(i) Sale of scrap 56.86 47.18
(ii) Miscellaneous income (footnote ‘i’) 47.52 29.62
10,356.75 10,336.72
Footnotes:
(i) Miscellaneous income primarily includes income from supply agreement and terminalling
Income.
(ii) Reconciliation of sales of products
Revenue from contract with customer 10,993.90 10,966.97
Adjustments made to contract price on account of
(a) Discounts / rebates / incentives (244.17) (189.58)
(b) Sales returns /credits / reversals - agri business (497.36) (517.47)
10,252.37 10,259.92
(iii) For operating segments revenue, geographical segments revenue, revenue from major products and revenue from major customers
refer note 41.1.

284 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

28. Other income ` in crore


Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Dividend income from
(i) Current investments measured at FVTPL - 0.17
(ii) Non-current investments measured at FVTOCI 27.31 23.92
27.31 24.09
(b) Interest income from financial assets at amortised cost
(i) On bank deposits 43.37 70.37
(ii) Other interest 16.44 14.94
59.81 85.31
(c) Interest on refund of taxes 0.72 16.23
(d) Others
(i) Rental and Town income 16.07 15.16
(ii) Gain on sale/redemption of investments (net) 128.70 187.40
(iii) Profit on sale of assets (net) 15.06 -
(iv) Insurance claim received 20.75 45.33
(v) Miscellaneous income (footnote 'i') 42.70 35.94
223.28 283.83
311.12 409.46
Footnote:
(i) Miscellaneous income primarily includes export benefits and liabilities written back.

29. Changes in inventories of finished goods, work-in-progress and stock-in-trade ` in crore


Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Opening stock
Work-in-progress 112.43 102.54
Finished goods 594.62 499.81
Stock-in-trade 125.34 129.30
832.39 731.65
Closing stock
Work-in-progress 129.41 112.43
Finished goods 664.10 594.62
Stock-in-trade 87.25 125.34
880.76 832.39
Less: Inventory on account of discontinued operations (note 36) 92.83 (85.13)
Add: Exchange fluctuations 12.93 (0.52)
Total inventory change (128.27) (16.13)

30. Employee benefits expense ` in crore


Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Salaries, wages and bonus 1,107.12 1,055.11
(b) Contribution to provident and other funds 79.47 95.58
(c) Staff welfare expense 188.78 167.80
1,375.37 1,318.49

285
31. Finance costs
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Interest costs
(i) Interest on loans at amortised cost 264.63 299.91
(ii) Interest on obligations under leases 11.34 1.73
(b) Translation differences (footnote 'i') 0.41 (17.05)
(c) Discount and other charges 65.53 69.11
341.91 353.70
Footnote:
(i) Translation differences on foreign currency loans regarded as borrowing cost net of changes in fair value of derivative contracts.

32. Depreciation and amortisation expense


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Depreciation of property, plant and equipment 472.58 473.61
(b) Depreciation of Investment property 0.66 0.73
(c) Amortisation of right of use assets 87.30 -
(d) Amortisation of intangible assets 105.93 94.16
666.47 568.50

33. Other Expenses


` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Stores and spare parts consumed 258.39 266.24
(b) Packing materials consumed 196.06 217.99
(c) Power and fuel 1,449.90 1,480.14
(d) Repairs - Buildings 18.52 10.21
- Machinery 417.65 383.50
- Others 8.81 7.45
(e) Rent 58.92 149.95
(f ) Royalty, rates and taxes 339.77 339.55
(g) Distributors' service charges 6.04 5.65
(h) Sales promotion expenses 84.69 87.13
(i) Insurance charges 45.42 35.03
(j) Freight and forwarding charges 1,551.42 1,609.62
(k) Loss on assets sold, discarded or written off (net) - 18.09
(l) Bad debts written off 6.92 1.30
(m) Provision for doubtful debts, advances and other receivables (net) 14.32 9.50
(n) Foreign exchange loss (net) 22.25 6.16
(o) Directors' fees and commission 11.12 9.68
(p) Others 573.61 598.59
5,063.81 5,235.78

286 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

34. Exceptional gain (net)


For the year ended March 31, 2019
(a) A charge of ` 5.69 crore represent increase in pension liability for the Group’s UK entities, following the UK High court ruling with
respect to Guaranteed Minimum Pension (GMP) equalization.
(b) Consequent to the advanced Brexit-related timetable for surrendering European Emission Allowances under the EU Emissions
Trading Scheme, TCE Group, UK had to incur an expenditure of ` 38.84 crore.
(c) The superior court of Justice, Canada, issued an order in the matter of bankruptcy of General Chemicals Canada Limited
(“GCCL”), (an erstwhile subsidiary of General Chemicals which was assigned with bankruptcy under Canada’s Bankruptcy and
harmony Act in Nov 2005), discharging the Trustee and thereby concluding the bankruptcy proceedings. Accordingly TCNA has
written back the negative carrying value associated with GCCL amounting to ` 114.86 crore.
35. Income tax expense relating to continuing operations
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
(a) Tax expense
Current tax
In respect of the current year 266.33 341.73
In respect of earlier years - (33.12)
266.33 308.61
Deferred tax
In respect of the current year (note 22) (46.68) (34.17)
(46.68) (34.17)
Total tax expense 219.65 274.44
(b) The income tax expense for the year can be reconciled to the accounting profit as
follows:
Profit before tax from continuing operations 1,248.06 1,437.26
Income tax expense calculated at 25.6256 % (2019: 34.944%) (Company's domestic tax rate) 319.82 502.24
Differences in tax rates in foreign jurisdictions (13.08) (77.68)
Share of profit of equity accounted investees 0.85 (34.77)
Effect of income that is exempt from taxation (17.97) (16.57)
Effect of not deductible expenses for tax computation 21.07 22.07
Effect of concessions (research and development and other allowances) (52.14) (51.76)
Effect of prior period adjustments in deferred tax - (42.16)
Effect of rate change (footnote 'i') (39.20) -
Others 4.72 27.06
224.07 328.43
Adjustments recognised in the current year in relation to the current tax of prior years on (3.57) (32.18)
account of completed assessments
Alternative Minimum Tax - differential 2.01 (12.68)
Effect of unused tax losses and tax offsets not recognised as deferred tax assets (2.86) (9.13)
Total income tax expense recognised for the year relating to continuing operations 219.65 274.44
Footnote:
(i) During the year, the Company decided to exercise the option permitted under Section 115BAA of the Income Tax Act, 1961 as
introduced by the Taxation Laws (Amendment) Ordinance, 2019 from the current financial year. Accordingly, the provision for income
tax and deferred tax balances have been recorded/ remeasured using the new tax rate and the Company had reversed deferred tax
liabilities amounting to ` 39.20 crore.
Rallis India Limited, the subsidiary of the Company, has decided to exercise the option permitted under Section 1158AA of the
income tax Act, 1961 as introduced by the Taxation Laws (Amendment) Ordinance, 2019 from financial year 2020-21. Accordingly,
there is no impact on the provision for income tax for the year ended March 31, 2020. Rallis expects to utilise the deferred tax

287
balances partly in the current financial year and partly in subsequent periods. Accordingly, the deferred tax balances have been re-
measured using the tax rate expected to be prevalent in the period in which the deferred tax balances are expected to reverse, and
the resultant impact has been recognised in the current period Consolidated Statement of Profit and Loss at the effective tax rate.

36. Discontinued operations


(I) Disposal of consumer products business
The National Company Law Tribunal (“NCLT”), Mumbai and NCLT Kolkata, on January 10, 2020 and January 8, 2020 respectively,
sanctioned the Scheme of Arrangement amongst Tata Consumer Products Limited (formerly Tata Global Beverages Limited) (”TCPL”)
and the Company and their respective shareholders and creditors (“the Scheme”) for the demerger of the Consumer Products Business
Unit (”CPB”) of the Company to TCPL. The Scheme became effective on February 7, 2020 upon filing of the certified copies of the NCLT
Orders sanctioning the Scheme with the respective jurisdictional Registrar of Companies. Pursuant to the Scheme becoming effective,
the CPB is demerged from the Group and transferred to and vested in TCPL with effect from April 1, 2019 i.e. the Appointed Date.
As per the clarification issued by Ministry of Corporate Affairs vide Circular no. 09/2019 dated August 21, 2019 (MCA Circular), the
Company has recognised the effect of the demerger on April 1, 2019 and debited the fair value as at April 1, 2019 of Demerged
Undertaking i.e. fair value of net assets of CPB to be distributed to the shareholders of the Company, amounting to ` 6,307,97 crore
to the retained earnings in the Consolidated Statement of Changes in Equity as dividend distribution. The difference in the fair
value and the carrying amount of net assets of CPB as at April 1, 2019 is recognised as gain on demerger of CPB in the Consolidated
Statement of Profit and Loss as an exceptional item, amounting to ` 6,220.15 crore (net of transaction cost) during the year ended
March 31, 2020. Accordingly, the operations of CPB have been reclassified as discontinued operations for the year ended March 31,
2019 and comparative information in the Consolidated Statement of Profit and Loss has been restated in accordance with Ind AS 105.

(II) Disposal of Phosphatic fertiliser business and Trading business of bulk and non-bulk fertilisers
On June 1, 2018, the Company consummated the sale and transfer of its Phosphatic fertiliser business located at Haldia and the
Trading business comprising bulk and non-bulk fertilisers to IRC Agrochemicals Private Limited (”IRC”) as per Business Transfer
Agreement dated November 6, 2017.

The financial performance and cash flows for discontinued operations till the effective date of sale:
(a) Analysis of profit from discontinued operations ` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Profit for the year from discontinued operations
Revenue from operations (footnote 'i') - 2,474.01
Expenses
Depreciation - 2.89
Other expenses - 2,177.94
Profit before exceptional items, share of profit of joint ventures and tax - 293.18
Exceptional gain/(loss) (net)
Gain on disposal of discontinued operation (note 36 (c)) 6,220.15 -
Pertaining to Phosphatic fertiliser business and Trading business (footnote ‘ii’) (26.71) -
Pertaining to urea and customised fertiliser business (footnote ‘ii’) (65.36) -
6,128.08 -
Share of profit of joint ventures (net of tax) (note 9(a)) 31.34 -
Profit before tax 6,159.42 293.18
Less : Current tax (1.69) 69.01
Less : Deferred tax (38.63) 0.14
Profit after tax 6,199.74 224.03
Footnotes:
(i) Revenue from operations includes subsidy income of ` Nil (2019: ` 24.40 crore)
(ii) Includes provisions made, relating to the erstwhile fertiliser businesses, as per revised notifications issued by the concerned
department for change in rate of subsidy for previous years.

288 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

(b) Net cash flows attributable to the discontinued operations ` in crore

Year ended Year ended


March 31, 2020 March 31, 2019
(Restated)
Net cash generated from operating activities - 571.58
Net cash used in investing activities - (259.44)
Net cash used in financing activities - (313.75)
Net decrease in cash and cash equivalents - (1.61)

(c) Gain on disposal of discontinued operations: ` in crore

Consumer Phosphatic
products fertiliser
business business
and Trading
business
Cash consideration received (net of cost to sell) - 565.08
Consideration (deemed dividend to shareholders) 6,307.97 -
Transaction costs (demerger expenses) (33.00) -
Other adjustments 22.57 -
Net assets transferred(footnote ‘i’) (77.39) (565.08)
Gain on disposal 6,220.15 -

Footnote:
(i) Information of assets and liabilities transferred as per Scheme on the appointed date
` in crore

As at As at
March 31, 2020 March 31, 2019

Property, plant and equipment and intangible assets (including CWIP) 4.13 -
Deferred tax assets (net) 5.79 75.00
Other non-current assets 0.95 0.01
Inventories 154.00 298.13
Trade receivables and other financial receivables 81.43 233.31
Other current assets 20.70 21.96
Total Assets (A) 267.00 628.41
Other non-current liabilities 2.39 10.37
Other current liabilities 187.22 52.96
Total Liabilities (B) 189.61 63.33
Net assets (A - B) 77.39 565.08

37. Earnings per share


Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Basic and Diluted earnings per share (`)
From continuing operations (`) 31.66 36.59
From discontinued operations (`) 243.36 8.79
Total Basic and Diluted earnings per share (`) 275.02 45.38

289
Footnotes:
The earnings and weighted average numbers of equity shares used in the calculation of basic and diluted earnings per share are as follows.

` in crore

(a) Earnings used in the calculation of basic and diluted earnings per share: Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Profit for the year from continuing operations attributable to equity shareholders 806.59 931.88
Profit for the year from discontinued operations attributable to equity shareholders 6,199.74 224.03
7,006.33 1,155.91

(b) Weighted average number of equity shares used in the calculation of basic and No. of shares No. of shares
diluted earnings per share:
Weighted average number of equity shares used in the calculation of basic and diluted earnings per 25,47,56,278 25,47,56,278
share from continuing operations and from discontinued operations

38. Group Informations:


Particulars of subsidiaries and joint ventures which have been considered in the preparation of the Consolidated
Financial Statements:
% Equity Interest
Country of Nature of
Name of the Company As at As at
Incorporation Business
March 31, 2020 March 31, 2019

Subsidiaries
Direct
Rallis India Limited ('Rallis') India Manufacturing 50.06% 50.06%
Bio Energy Venture - 1 ( Mauritius) Pvt. Ltd Mauritius Investment (footnote 'vii') (footnote 'vii')
Tata Chemicals International Pte. Limited ('TCIPL') Singapore Trading, 100.00% 100.00%
(footnote 'vii') Investment
Ncourage Social Enterprise Foundation India CSR Activity 100.00% 100.00%
(footnote 'iii')
Indirect
Rallis Chemistry Exports Limited (footnote 'iv') India Manufacturing 100.00% 100.00%
Metahelix Life Sciences Limited India Manufacturing (footnote 'v') (footnote 'v')
Zero Waste Agro Organics Limited('ZWAOL') India Manufacturing (footnote 'vi') (footnote 'vi')
(footnote 'vi')
PT Metahelix Lifesciences Indonesia ('PTLI') Indonesia Manufacturing 65.77% 65.77%
Valley Holdings Inc. United States of America Investment 100.00% 100.00%
Tata Chemicals North America Inc.('TCNA') United States of America Trading 100.00% 100.00%
General Chemical International Inc. United States of America Dormant 100.00% 100.00%
NHO Canada Holdings Inc. United States of America Dormant 100.00% 100.00%
Tata Chemicals (Soda Ash) Partners ('TCSAP') United States of America Manufacturing 100.00% 75.00%
(footnote 'I' and 'ii')
Tata Chemicals (Soda Ash) Partners Holdings United States of America Investment 100.00% 75.00%
('TCSAPH') (footnote 'I' and 'ii')
TCSAP LLC (footnote 'ii') United States of America Investment 100.00% 75.00%
Homefield Pvt UK Limited United Kingdom Investment 100.00% 100.00%
TCE Group Limited United Kingdom Investment 100.00% 100.00%
(formerly known as Homefield 2 UK Limited)

290 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

% Equity Interest
Country of Nature of
Name of the Company As at As at
Incorporation Business
March 31, 2020 March 31, 2019
Tata Chemicals Africa Holdings Limited United Kingdom Investment 100.00% 100.00%
Natrium Holdings Limited (formerly known as Tata United Kingdom Investment 100.00% 100.00%
Chemicals Europe Holdings Limited)
Tata Chemicals Europe Limited United Kingdom Manufacturing 100.00% 100.00%
Winnington CHP Limited United Kingdom Manufacturing 100.00% 100.00%
Brunner Mond Group Limited United Kingdom Investment 100.00% 100.00%
Tata Chemicals Magadi Limited United Kingdom Manufacturing 100.00% 100.00%
Northwich Resource Management Limited United Kingdom Dormant 100.00% 100.00%
Gusiute Holdings (UK) Limited United Kingdom Investment 100.00% 100.00%
TCNA (UK) Limited United Kingdom Trading 100.00% 100.00%
British Salt Limited United Kingdom Manufacturing 100.00% 100.00%
Cheshire Salt Holdings Limited United Kingdom Investment 100.00% 100.00%
Cheshire Salt Limited United Kingdom Investment 100.00% 100.00%
Brinefield Storage Limited United Kingdom Dormant 100.00% 100.00%
Cheshire Cavity Storage 2 Limited United Kingdom Dormant 100.00% 100.00%
Cheshire Compressor Limited United Kingdom Dormant 100.00% 100.00%
Irish Feeds Limited United Kingdom Dormant 100.00% 100.00%
New Cheshire Salt Works Limited United Kingdom Investment 100.00% 100.00%
Tata Chemicals (South Africa) Proprietary Limited South Africa Trading 100.00% 100.00%
Magadi Railway Company Limited Kenya Dormant 100.00% 100.00%
Alcad (footnote ‘i’) United States of America Manufacturing 50.00% 50.00%
Joint Ventures
Direct
Indo Maroc Phosphore S. A Morocco Manufacturing 33.33% 33.33%
Tata Industries Ltd. (footnote 'viii') India Diversified 9.13% 9.13%
Indirect
The Block Salt Company Limited United Kingdom Manufacturing 50.00% 50.00%
(Holding by New Cheshire Salt Works Limited )
JOil (S) Pte. Ltd and its subsidiaries Singapore Manufacturing 33.78% 33.78%
(Holding by TCIPL)
Promoter Group
Tata Sons Private Limited India

Footnotes:
(i) A general partnership formed under the laws of the State of Delaware (USA).
(ii) During the year, the Group has acquired the remaining 25% partnership interest from The Andover Group, Inc. in Tata Chemicals
(Soda Ash) Partners Holdings for a consideration of ` 1,382.12 crore (USD 195 million). With this acquisition, the Group has increased
its ownership in Tata Chemicals (Soda Ash) Partners, the soda ash producing operating entity, from 75% to 100%. The resultant
difference between the consideration paid and book value of Non Controlling Interest, amounting to ` 718.30 crore (net of
consequential deferred taxes) has been credited to the retained earnings.
(iii) Ncourage Social Enterprise Foundation is incorporated as a wholly owned direct subsidiary under Section 8 of the Companies Act,
2013.
(iv) During the year ended March 31, 2019, Rallis Chemistry Exports Ltd., a wholly owned subsidiary of Rallis, has made an application to
the Registrar of Companies for removal of its name from the register of companies for which the approval is awaited.
(v) During the year, the Hon’ble National Company Law Tribunal (NCLT), Bengaluru Bench and the NCLT, Mumbai Bench have approved
the Scheme of Merger (‘the Scheme’) of Metahelix Life Sciences Limited (wholly owned subsidiary of Rallis India Limited (“Rallis”))
into Rallis on November 11, 2019 and December 20, 2019 respectively. The certified copies of the Orders of NCLT Mumbai Bench and

291
NCLT Bengaluru Bench have been filed with the respective Registrar of Companies and accordingly, the Scheme is effective from
February 1, 2020 with an Appointed Date of April 1, 2019. There is no impact of merger in the Consolidated Financial Statements.
(vi) During the year, the NCLT, Mumbai Bench has approved the Scheme of Merger by Absorption of Zero Waste Agro Organics Limited
its (wholly-owned subsidiary of Rallis) into Rallis (‘the Scheme’) on February 22, 2020 from the appointed date of April 1, 2017.
The certified copy of the Orders is yet to be filed with the Registrar of Companies; however, there is no impact of merger in the
Consolidated Financial Statements.
(vii) The Hon’ble National Company Law Tribunal (‘NCLT’), Mumbai Bench on April 23, 2020 approved the Scheme of Merger by Absorption
of Bio Energy Venture-1 (Mauritius) Pvt. Ltd. (‘Bio’), a wholly owned subsidiary of the Company, with the Company (‘Scheme’), with
an Appointed Date of April 1, 2019. There is no impact of merger in the Consolidated Financial Statements. Post merger TCIPL has
become the wholly owned subsidiary of the Company.
(viii) Consequent to Tata Industries Limited (‘TIL’) obtaining approval of its shareholders at the General Meeting held on March 27, 2019,
the Company along with Tata Sons Private Limited will exercise joint control over the key activities of TIL. Accordingly, the investment
in TIL has been reclassified as a Joint Venture. The difference between fair value and carrying value of investment of ` 305.91 crore
has been accounted for as capital reserve in the Consolidated Financial Statements.

39. Leases
Change in accounting policy
Except as specified below, the Group has consistently applied the accounting policies to all periods presented in these Consolidated
Financial Statements. The Group has applied Ind AS 116 - Leases with the date of initial application of April 1, 2019. As a result, the
Group has changed its accounting policy for lease contracts as detailed below.
The Group has applied Ind AS 116 - Leases using the modified retrospective approach, under which the cumulative effect of initial
application is recognised in retained earnings at April 1, 2019.
` in crore
Non-current Current Total
Lease commitments as at March 31, 2019 (erstwhile finance leases) 13.58 5.48 19.06
Adjustments on account of discontinued operation (2.39) (1.18) (3.57)
Contracts reassessed as lease contracts 196.93 101.38 298.31
Lease liabilities as on April 1, 2019 208.12 105.68 313.80

The impact of change in accounting policy on account of adoption of Ind AS 116 is as follows :
` in crore

Increase in lease liability 298.31


Increase in right of use assets (279.60)
Increase in deferred tax assets (1.84)
Impact on non controlling interest (2.19)
Lease Impact in Investment in Joint Venture 0.27
Transition impact disclosed in retained earnings 14.95
Maturity analysis of lease liabilities
Maturity analysis – contractual undiscounted cash flows
Less than one year 110.06
One to five years 184.71
More than five years 53.41
Total undiscounted lease liabilities at March 31, 2020 348.18
Discounted Cash flows
Current 87.42
Non-Current 188.00
Lease liabilities as at March 31, 2020 275.42
Expenses relating to short-term leases and low value assets have been disclosed under rent in note 33(e).
The incremental borrowing rate of 1.90% p.a. to 13.00% p.a has been applied to lease liabilities recognised in the Consolidated
Balance Sheet.

292 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

40. Employee benefits obligations


(A) In respect of the Company and domestic subsidiaries
The Company and its domestic subsidiaries make contributions towards provident fund, in substance a defined benefit retirement
plan and towards pension and superannuation funds which are defined contribution retirement plans for qualifying employees. The
provident fund is administered by the Trustees of the Provident Fund and the superannuation fund is administered by the Trustees
of the Superannuation Fund. The Company and its domestic subsidiaries are liable to pay to the provident fund to the extent of the
amount contributed and any shortfall in the fund assets based on Government specified minimum rates of return relating to current
services. Such contribution and shortfall if any, are recognised as an expense in the year in which these are incurred.
On account of the above contribution plans, a sum of ` 14.78 crore (2019: ` 16.20 crore) has been charged to the Consolidated
Statement of Profit and Loss.
The Company and its domestic subsidiaries make annual contributions to the Employees’ Gratuity Trust and to the Employees’ Group
Gratuity-cum-Life Assurance Scheme of the Life Insurance Corporation of India, for funding the defined benefit plans for qualifying
employees. The scheme provides for lump sum payment to vested employees at retirement or death while in employment or on
termination of employment. Employees, upon completion of the vesting period, are entitled to a benefit equivalent to either half
month, three fourth month and full month salary last drawn for each completed year of service depending upon the completed
years of continuous service in case of retirement or death while in employment. In case of termination, the benefit is equivalent to
fifteen days salary last drawn for each completed year of service in line with the Payment of Gratuity Act, 1972. Vesting occurs upon
completion of five years of continuous service.
The Company also provides post retirement medical benefits to eligible employees under which employees at Mithapur who
have retired from service of the Company are entitled for free medical facility at the Company hospital during their lifetime. Other
employees are entitled to domiciliary treatment exceeding the entitled limits for the treatments covered under the Health Insurance
Scheme upto slabs defined in the scheme. The floater mediclaim policy also covers retired employees based on eligibility, for such
benefit.
The Company provides pension, housing/house rent allowance and medical benefits to retired Managing and Executive Directors
who have completed ten years of continuous service in Tata Group and three years of continuous service as Managing Director/
Executive Director or five years of continuous service as Managing Director/Executive Director. The directors are entitled upto
seventy five percent of last drawn salary for life and on death 50% of the pension is payable to the spouse for the rest of his/her life.
Domestic subsidiaries also include a supplemental pay scheme (a life long pension), an unfunded scheme, covering certain Executives.
Family benefit scheme is applicable to all permanent employees in management, officers and workmen who have completed one
year of continuous service. Incase, of untimely death of the employee, the nominated beneficiary is entitled to an amount equal to
the last drawn salary (Basic Salary, DA and FDA) till the normal retirement date of the deceased employee.
The most recent actuarial valuations of plan assets and the present values of the defined benefit obligations were carried out at
March 31, 2020. The present value of the defined benefit obligations and the related current service cost and past service cost, were
measured using the Projected Unit Credit Method.

(B) In respect of overseas subsidiaries, the liabilities for employee benefits are determined and accounted as per
the regulations and principles followed in the respective countries.
(i) UK and Kenyan subsidiaries
The Homefield UK Private Limited - Group operates defined contribution schemes, under which costs of ` 13.84 crore
(2019: ` 13.90 crore) are charged to the Consolidated Statement of Profit and Loss on the basis of contributions payable.
The Group also operates defined benefit schemes, the assets of which are held in separate trustee administered funds.
Defined benefit scheme - Tata Chemicals Europe Limited (‘TCEL’)
TCEL operates defined benefit pension arrangements in the UK, which were available to substantially all employees but are
now closed to new members and closed for further accruals from May 31, 2016.
The scheme is funded by the payment of contributions to a separately administered trust fund. The fund is valued every three
years using the projected unit method by an independent, professionally qualified actuary. The Trustees of the fund set the

293
contribution rates with agreement from TCEL after taking advice from the independent actuary. The most recent triennial
valuation was performed at December 31, 2017, and a payment schedule was agreed between the trustees of the pension
scheme and TCEL whereby TCEL will make contributions towards the deficit in the fund from December 2017 to March 2041.
TCEL will also continue to make contributions towards the expenses of the fund.
The present value of the defined benefit obligation was measured using the projected unit method. The projected unit method
is an accrued benefits valuation method in which the scheme liabilities make allowance for projected benefit increases for
employed members. The assumptions which had the most significant effect on the results of the valuation were those relating
to investment returns and price inflation.
Defined benefit scheme - British Salt Limited (‘BSL’)
BSL operates defined benefit pension arrangements in the UK. Eligible employees of the salt business were members of the British
Salt Retirement Income and Life Assurance Plan (‘RILA’) which was closed to future accrual and new members on January 31, 2008.
RILA is funded by the payment of contributions to a separately administered trust fund. The fund is valued every three
years using the projected unit method by an independent, professionally qualified actuary. The Trustees of the fund set the
contribution rates with agreement from the BSL after taking advice from the independent actuary. The most recent triennial
valuation was performed at December 31, 2017 and a payment schedule was agreed between the Trustees and BSL whereby
BSL will make contributions which aim to cover the expenses of the scheme.
The present value of the defined benefit obligation was measured using the projected unit method. The assumptions which
had the most significant effect on the results of the valuation were those relating to investment returns and price inflation.
(ii) USA subsidiaries - Tata Chemicals North America and its subsidiaries (‘TCNA’)
TCNA also sponsor defined contribution retirement savings plans. Participation in one of these plans is available to substantially
all represented and non-represented employees. TCNA matches employee contributions up to certain predefined limits for
non-represented employees based upon eligible compensation and the employee’s contribution rate.
TCNA’s contribution to these plans was ` 5.84 crore (2019: ` 5.56 crore).
Pension plans and other post retirement benefit
TCNA maintains several defined benefit pension plans covering hourly employees hired/rehired on or before June 30, 2017
and salaried employees hired/rehired on or before September 6, 2016 . A participating employee’s annual post retirement
pension benefit is determined by the employee’s credited service and, in most plans, final average annual earnings with the
TCNA. Vesting requirements are five years. TCNA’s funding policy is to annually contribute the statutorily required minimum
amount as actuarially determined. TCNA also maintains several plans providing non-pension post retirement benefits covering
substantially all hourly and certain salaried employees. TCNA funds these benefits on a pay-as-you-go basis.

Plan assets
The assets of TCNA’s defined benefit plans are managed on a commingled basis in a Master Trust. The investment policy and
allocation of the assets in the Master Trust were approved by TCNA’s Investment Committee, which has oversight responsibility
for the retirement plans.
The pension fund assets are invested in accordance with the statement of Investment Policies and Procedures adopted by
TCNA, which are reviewed annually. Pension fund assets are invested on a going-concern basis with the primary objective
of providing reasonable rates of return consistent with available market opportunities, a quality standard of investment, and
moderate levels of risk.

294 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

(C) The following tables set out the funded status and amounts recognised in the Group’s Consolidated Financial
Statements as at March 31, 2020 and March 31, 2019 for the Defined benefits plans:
i Changes in the defined benefit obligation:
` in crore
Year ended March 31, 2020 Year ended March 31, 2019
Funded Unfunded Funded Unfunded
At the beginning of the year 4,923.80 253.12 4,909.65 270.50
Current service cost 42.33 4.72 41.36 13.36
Interest cost 151.41 12.83 158.46 13.83
Remeasurements (gain)/loss
Actuarial (gain) / loss arising from:
- Changes in financial assumptions (40.98) 37.48 160.10 0.86
- Changes in demographic assumptions (14.65) (0.08) (108.06) (7.18)
- Experience adjustments (3.40) (8.29) (60.64) (20.00)
Benefits paid (227.33) (17.53) (200.88) (14.33)
Transfer out* (3.77) - (8.75) 0.34
Past service cost 1.20 (25.00) 5.69 1.40
Effect of curtailment - - (18.20) 0.30
Exchange fluctuations 268.21 8.53 45.07 8.77
Retiree drug subsidy reimbursement - - - 1.30
5,096.82 265.78 4,923.80 269.15
Extinguishment due to discontinued operations - (3.14) - (16.03)
At the end of the year 5,096.82 262.64 4,923.80 253.12

ii Changes in the fair value of plan assets:


` in crore
Year ended March 31, 2020 Year ended March 31, 2019
Funded Unfunded Funded Unfunded
At the beginning of the year 3,881.08 - 3,788.69 -
Interest on plan assets 119.89 - 123.35 -
Administrative expenses (12.81) - (11.25) -
Remeasurement (gain)/loss
Annual return on plan assets less interest on plan assets (92.27) - 60.69 -
Contributions 59.78 - 95.56 -
Benefits paid (227.33) - (200.88) -
Transfer out* - - (7.10) -
Exchange fluctuations 197.57 - 32.02 -
Value of plan assets at the end of the year 3,925.91 - 3,881.08 -
Impact of assets ceiling - - (0.17) -
Liability (net) 1,170.91 262.64 1,042.89 253.12
* Pertaining to Consumer products business, Phosphatic fertiliser business and Trading business of bulk and non-bulk fertilisers.

295
iii Net employee benefit expense for the year:
` in crore
Year ended March 31, 2020 Year ended March 31, 2019
Funded Unfunded Funded Unfunded
Current service cost 42.33 4.72 41.36 13.36
Past service cost 1.20 (25.00) 5.69 1.40
Administrative expenses 12.81 - 11.25 -
Interest on defined benefit obligation (net) 31.52 12.83 35.14 13.83
Effect of curtailment - - (18.20) 0.30
Extinguishment due to discontinued operations - (3.14) - (16.03)
Components of defined benefits costs recognised in 87.86 (10.59) 75.24 12.86
Consolidated Statement of Profit and Loss

Remeasurements of the net defined benefit liability/(asset)


Actuarial (gain) / loss arising from:
- Changes in financial assumptions (40.98) 37.48 160.10 0.86
- Changes in demographic assumptions (14.65) (0.08) (108.06) (7.18)
- Experience adjustments (3.40) (8.29) (60.64) (20.00)
Impact of assets ceiling (0.17) - (0.23) -
Return on plan assets less interest on plan assets 92.27 - (60.69) -
Components of defined benefits costs recognised in other 33.07 29.11 (69.52) (26.32)
comprehensive income
Net employee benefit expense 120.93 18.52 5.72 (13.46)

iv Categories of the fair value of total plan assets :


` in crore
As at As at
March 31, 2020 March 31, 2019
Gratuity Gratuity
Government Securities/Corporate Bonds (Quoted) 2,024.17 2,234.36
Government Securities/Corporate Bonds (Unquoted) 534.97 501.04
Equity Instruments (Quoted) 253.31 267.14
Equity Instruments (Unquoted) 635.75 634.58
Insurer Managed/Hedged Funds 96.66 75.96
Others (Quoted) 327.09 98.65
Others (Unquoted) 53.96 69.35
Total 3,925.91 3,881.08
Each year an Asset-Liability-Matching study is performed in which the consequences of the strategic investment policies are analysed in
terms of risk-and-return profiles. Investment and contribution policies are integrated within this study.

v Risk Exposure :
Through its defined benefit plans, the Company is exposed to a number of risks, the most significant of which are detailed below :
Investment risk : If future investment returns on assets are lower than assumed in valuation, the scheme's assets will be
lower, and the funding level higher than expected.
Changes in bond yields : A decrease in yields will increase plan liabilities, although this will be partially offset by an increase in the
value of the plans' bond holdings.
Longevity risk : If improvements in life expectancy are greater than assumed, the cost of benefits will increase because
pensions are paid for longer than expected. This will mean the funding level will be higher than expected.
Inflation risk : If inflation is greater than assumed, the cost of benefits will increase as pension increases and deferred
revaluations are linked to inflation.

296 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

vi (a) Assumptions used to determine net periodic benefit costs:


India USA Plans UK Plans
Funded Unfunded Funded Unfunded Funded
6.05% to 6.05% to
As at March 31, 2020 3.64% 3.58% p.a. 2.35% p.a.
6.83% p.a. 6.83% p.a.
Discount rate
7.00% to 7.00% to
As at March 31, 2019 4.09% p.a. 4.00% p.a. 2.40% p.a.
7.70% p.a. 7.70% p.a.
7.50% - 7.50% - 5.30% to
As at March 31, 2020 NA NA
8.00% p.a. 8.00% p.a. 8.40% p.a.
Increase in compensation cost
7.50% - 7.50% - 5.30% to
As at March 31, 2019 NA NA
8.00% p.a. 8.00% p.a. 8.40% p.a.
8.00%-
As at March 31, 2020 NA NA 6.75% p.a. NA
10.00% p.a.
Healthcare cost increase rate
8.00%-
As at March 31, 2019 NA NA 7.00% p.a. NA
10.00% p.a.
As at March 31, 2020 NA 6.00% p.a. NA NA 2.50% p.a.
Pension increase rate
As at March 31, 2019 NA 6.00% p.a. NA NA 3.00% p.a.
(a) Discount rate for the domestic plans is based on the prevailing market yields of Indian Government securities as at the Balance
Sheet date for the estimated term of the obligations. Discount rate for USA Subsidiaries is based on high quality bonds and for UK
subsidiaries it is based on corporate bonds.
(b) The estimates of future salary increases considered in actuarial valuation take into account inflation, seniority, promotion and other
relevant factors.
(c) The details of post-retirement and other benefit plans for its employees given above are certified by the actuaries and relied upon by
the Auditors.

(vi) (b) Average longevity at retirement age for current beneficiaries of the plan (years)
India UK USA India UK USA
As at As at As at As at As at As at
March 31, 2020 March 31, 2020 March 31, 2020 March 31, 2019 March 31, 2019 March 31, 2019
Males 5 to 22 years 21 to 25 years 23 to 24 years 8 to 22 years 22 to 23 years 23 to 24 years
Females 5 to 25 years 24 to 27 years 25 to 26 years 8 to 25 years 25 to 26 years 25 to 26 years

vii Sensitivity Analysis


Impact on defined benefit obligation due to change in assumptions as at March 31, 2020 ` in crore
As at March 31, 2020
TCL Rallis USA UK
Increase Decrease Increase Decrease Increase Decrease Increase Decrease
Discount Rate
0.25% change - - - - - - (107.74) 114.34
0.5% change (13.12) 14.61 - - (140.00) 164.06 - -
1% change - - (4.93) 3.89 - - - -
Compensation rate
0.5% change 3.12 (2.95) - - 31.29 (37.68) - -
1% change - - 2.78 (2.50) - - - -
Pension rate
1% change 4.81 (4.18) - - - - - -
Healthcare costs
1% change 15.74 (12.60) - - 0.01 (0.01) - -

297
Impact on Defined benefit obligation due to change in assumptions as at March 31, 2019
` in crore
As at March 31, 2019
TCL Rallis USA UK
Increase Decrease Increase Decrease Increase Decrease Increase Decrease
Discount Rate
0.25% change - - - - - - (116.57) 123.94
0.5% change (8.93) 9.84 - - (119.98) 140.10 - -
1% change - - (3.02) 3.54 - - - -
Compensation rate
0.5% change 2.68 (2.54) - - 28.17 (32.11) - -
1% change - - 2.50 (2.13) - - - -
Pension rate
1% change 3.43 (3.01) - - - - - -
Healthcare costs
1% change 9.28 (7.49) - - 0.20 (0.19) - -
The sensitivity analysis above has been determined based on reasonably possible changes of the respective key assumptions occurring
at the end of the reporting period, while holding all other assumptions constant.

viii Maturity profile of the defined benefit obligation as at March 31, 2020 is as follows:
` in crore
As at March 31, 2020
India US UK
Within the next 12 months (next annual reporting period) 23.70 105.80 115.29
Later than 1 year and not later than 5 years 79.67 451.80 484.56
6 years and above 567.25 614.06 661.97
Weighted average duration of the payments (in no. of years) 6-17 years 12-15 years 15-18 years

Maturity profile of the defined benefit obligation as at March 31, 2019 is as follows:
` in crore
As at March 31, 2019
India US UK
Within the next 12 months (next annual reporting period) 21.02 95.02 105.66
Later than 1 year and not later than 5 years 72.05 415.21 448.03
6 years and above 537.41 569.98 621.82
Weighted average duration of the payments (in no. of years) 6-16 years 14-15 years 15-16 years

(D) Provident Fund


The Company and its domestic subsidiaries operate Provident Fund Schemes and the contributions are made to the recognised
funds maintained. The Company and its domestic subbsidiaries are required to offer a defined benefit interest rate guarantee on
provident fund balances of employees. The interest rate guarantee is payable to the employees for the year when the exempt fund
declares a return on provident fund investments which is less than the rate declared by the Regional Provident Fund Commissioner
(‘RPFC’) on the provident fund corpus for their own subscribers. The Actuary has provided a valuation for provident fund liabilities
on the basis of guidance issued by Actuarial Society of India and based on the below provided assumptions, shortfall between plan
assets as the end of the year and the present value of funded obligation has been recognised in the Consolidated Balance Sheet and
Other Comprehensive Income.

The details of fund and plan assets position are given below:

298 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

` in crore
TCL RALLIS
Provident Fund As at As at As at As at
March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019
Plan assets at the end of the year 326.37 329.40 91.99 81.43
Present value of funded obligation 340.08 336.71 89.26 77.72
Amount recognised in the Consolidated Balance Sheet (13.71) (7.31) - -

Assumptions used in determining present value of obligation of interest rate guarantee under a deterministic approach:
As at As at
March 31, 2020 March 31, 2019

Guaranteed rate of return 8.50% 8.65%


Discount rate for remaining term to maturity of investments 6.35% - 6.83% 7.75% - 7.78%
Discount rate 6.05% 7.70%
Expected rate of return on investments 7.69% - 7.86% 7.99% - 8.13%

41. Segment information


41.1 Continuing operations
(a) Information about operating segments
Reportable Segments approved by Board of Directors are as under:
- Basic chemistry products : soda ash, salt and other bulk chemicals
- Specialty products : nutrition solutions, agri solutions and advance materials
The corresponding information for the previous periods presented in Consolidated Financial Statements has been restated (note 36).
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
1. Segment revenue (Revenue from operations)
(i) Basic chemistry products 8,013.74 8,309.05
(ii) Speciality products 2,328.85 2,026.29
10,342.59 10,335.34
Inter segment revenue (10.06) (15.75)
10,332.53 10,319.59
Unallocated 24.22 17.13
10,356.75 10,336.72
2. Segment result (Reconciliation with profit from continuing operations)
(i) Basic chemistry products 1,355.51 1,303.61
(ii) Speciality products 166.90 172.13
Total segment results 1,522.41 1,475.74
Net unallocated income/(expenditure) 71.41 216.01
Finance costs (341.91) (353.70)
Profit before share of profit/loss from investment in joint ventures and tax 1,251.91 1,338.05
Share of (loss)\profit of joint ventures (net of tax) (3.85) 99.21
Tax expense (219.65) (274.44)
Profit for the year from continuing operations 1,028.41 1,162.82

299
3. Segment assets and segment liabilities*
` in crore
Segment assets Segment liabilities
As at As at As at As at
March 31, 2020 March 31, 2019 March 31, 2020 March 31, 2019
(i) Basic chemistry products 17,150.00 15,142.21 2,893.42 2,636.93
(ii) Speciality products 2,804.05 2,486.94 930.13 852.52
19,954.05 17,629.15 3,823.55 3,489.45
Unallocated 7,798.15 9,039.19 10,267.22 7,987.23
27,752.20 26,668.34 14,090.77 11,476.68
* Including assets held for sale

4. Other information
` in crore
Addition to non-current Depreciation and Other non-cash expenses
assets * amortisation
Year ended Year ended Year ended Year ended Year ended Year ended
March 31, March 31, March 31, March 31, March 31, March 31,
2020 2019 2020 2019 2020 2019
(i) Basic chemistry products 1,252.05 728.51 584.39 504.35 178.90 126.75
(ii) Speciality products 208.50 409.21 70.86 50.20 17.42 13.22
1,460.55 1,137.72 655.25 554.55 196.32 139.97
Unallocated 75.13 10.33 11.22 13.95 34.34 (2.54)
1,535.68 1,148.05 666.47 568.50 230.66 137.43
*Comprises additions to Property, plant and equipment, Capital work-in-progress, Goodwill, Right of use assets, Other intangible assets and Intangible
assets under development.

(b) Information about geographical areas


The geographical segments revenue are disclosed on the basis of sales as follows:
- Asia (other than India): Comprising sales to customers located in Asia (other than India).
- Europe: Comprising sales to customers located in Europe.
- Africa: Comprising sales to customers located in Africa.
- America: Comprising sales to customers located in America.

1. Geographical Segment revenue*


` in crore
Year ended March 31, 2020
Basic chemistry Specialty
Unallocated Total
products products
(i) India 2,746.83 1,823.54 24.22 4,594.59
(ii) Asia (other than India) 353.74 187.47 - 541.21
(iii) Europe 1,305.65 16.74 - 1,322.39
(iv) Africa 309.24 29.30 - 338.54
(v) America 3,278.25 271.04 - 3,549.29
(vi) Others 9.97 0.76 - 10.73
8,003.68 2,328.85 24.22 10,356.75

300 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

` in crore
Year ended March 31, 2019
Basic chemistry Specialty
Unallocated Total
products products
(i) India 2,950.52 1,374.54 17.13 4,342.19
(ii) Asia (other than India) 548.11 374.53 - 922.64
(iii) Europe 1,401.45 0.35 - 1,401.80
(iv) Africa 280.73 30.44 - 311.17
(v) America 3,101.59 235.56 - 3,337.15
(vi) Others 10.91 10.86 - 21.77
8,293.31 2,026.28 17.13 10,336.72
* Including operating revenues and net off inter segment revenue

2. Non-current assets*
` in crore
As at As at
March 31, 2020 March 31, 2019

(i) India 4,333.80 3,631.53


(ii) Asia (other than India) 1.17 0.03
(iii) Europe 1,513.89 1,321.28
(iv) Africa 149.22 115.87
(v) America 11,132.79 10,275.14
17,130.87 15,343.85
*non-current assets other than investments in joint ventures, financial assets, deferred tax assets (net) and net defined benefit assets

(c) Revenue from major products


The following is an analysis of the Company's segment revenue from continuing operations from its major products.
` in crore
Year ended Year ended
March 31, 2020 * March 31, 2019 *
(i) Basic chemistry products
- Soda Ash 5,843.86 5,990.22
- Salt 1,167.62 1,257.18
- Bicarb 437.43 429.32
- Others 554.77 616.58
(ii) Speciality products
- Crop Protection (includes Fungicides, Herbicides and Insecticides) 1,723.45 1,481.48
- Seeds 364.27 311.19
- Others 241.13 233.62
(iii) Unallocated 24.22 17.13
10,356.75 10,336.72
* Including operating revenues and net off inter segment revenue

(d) Revenue from major customers


No single customer contributed 10% or more to the Group’s revenue for the year ended March 31, 2020 and March 31, 2019.

(e) Other note


Segment revenue, results, assets and liabilities include the respective amounts identifiable to each of the segments and
amounts allocated on a reasonable basis.

301
41.2 Discontinued operations (note 36)
(a) Information about operating segment
` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Revenue from operations* - 2,471.83
Result :
Segment result** (note 36) 6,128.08 304.76
Finance costs - (11.58)
Share of profit of joint ventures (net of tax) 31.34 -
Profit before tax 6,159.42 293.18
Less: Tax expense (40.32) 69.15
Profit from discontinued operations after tax 6,199.74 224.03
* includes ` 624.55 crore pertaining to Phosphatic fertiliser business and Trading business and ` 1,847.28 crore pertaining to consumer
products business for the year ended March 31, 2019.
** includes loss of ` 9.13 crore pertaining to Phosphatic fertiliser business and Trading business and profit of ` 313.89 crore pertaining
to consumer products business for the year ended March 31, 2019.

Other information : ` in crore


As at As at
March 31, 2020 March 31, 2019
(Restated)
Segment assets - 236.58
Segment liabilities - 172.30

` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Addition to non-current assets * - 1.17
Depreciation and amortisation - 2.89
Other non-cash (income)/expenses - (2.42)
*Comprises additions to Property, plant and equipment, Capital work-in-progress and Intangible assets.

(b) Information about geographical area


Discontinued operations sells its products within India where the conditions prevailing are uniform.

(c) Revenue from major products


Discontinued operations segment includes consumer products business and fertiliser and other agri inputs.

(d) Major Customer


No single customer contributed 10% or more to the revenue from discontinued operations of the Group for the year ended
March 31, 2020 and March 31, 2019.

302 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

41.3 Reconciliation of information on reportable segment to Consolidated Balance Sheet and Consolidated
Statement of Profit and Loss
(a) Reconciliation of profit for the year as per Consolidated Statement of Profit and Loss ` in crore
Year ended Year ended
March 31, 2020 March 31, 2019
(Restated)
Profit for the year from continuing operations (note 41.1 (a) (2)) 1,028.41 1,162.82
Profit for the year from discontinued operations (note 41.2 (a)) 6,199.74 224.03
Profit for the year as per Consolidated Statement of Profit and Loss 7,228.15 1,386.85

(b) Reconciliation of total assets as per Consolidated Balance Sheet ` in crore


As at As at
March 31, 2020 March 31, 2019
(Restated)
Total assets as per continuing operations (note 41.1 (a) (3)) 27,752.20 26,668.34
Total assets as per discontinued operations (note 41.2 (a)) - 236.58
Total assets as per Consolidated Balance Sheet 27,752.20 26,904.92

(c) Reconciliation of total liabilities as per Consolidated Balance Sheet ` in crore


As at As at
March 31, 2020 March 31, 2019
(Restated)
Total liabilities as per continuing operations (note 41.1 (a) (3)) 14,090.77 11,476.68
Total liabilities as per discontinued operations (note 41.2 (a)) - 172.30
Total liabilities as per Consolidated Balance Sheet 14,090.77 11,648.98

42. Derivative financial instruments and hedging activities


(a) The details of the various outstanding derivative financial instruments are given below:
` in crore
As at March 31, 2020 As at March 31, 2019
Assets Liabilities Assets Liabilities
Current portion
Derivatives designated in cash flow hedges
- Forward contracts 0.14 4.03 3.94 0.36
- Interest rate swaps - 37.02 3.85 4.95
- Commodity swaps 1.17 125.60 5.93 28.84
Total designated derivatives 1.31 166.65 13.72 34.15
Derivatives not designated in a hedge relationship
- Forward contracts 11.07 0.03 1.17 5.08
- Option contracts - - 0.20 -
- Cross currency interest rate swaps - - 39.56 -
Total un-designated derivatives 11.07 0.03 40.93 5.08
Total current portion 12.38 166.68 54.65 39.23
Non-current portion
Derivatives designated in cash flow hedges
- Forward contracts 0.23 - 0.45 0.63
- Interest rate swaps - 59.82 0.05 18.14
- Commodity swaps 0.73 68.08 1.39 9.89
Total designated derivatives 0.96 127.90 1.89 28.66
Total non-current portion 0.96 127.90 1.89 28.66
Total 13.34 294.58 56.54 67.89
Derivatives not designated in a hedge relationship are effective as hedges from an economic perspective, however these are not
considered for hedge accounting.

303
(b) The details of the gross notional amounts of derivative financial instruments outstanding are given in the
table below:
Underlying
As at As at
Derivative instruments (Receivables/ payables / Units
March 31, 2020 March 31, 2019
borrowings)
Forward contracts USD/INR $ million 1.8 9.7
Forward contracts EUR/INR € million 6.3 1.4
Forward contracts CHF/INR CHF million - 0.8
Forward contracts EUR/GBP € million 9.9 14.7
Forward contracts USD/GBP $ million 10.8 8.4
Forward contracts USD/ZAR $ million 0.5 2.7
Forward contracts JPY/INR ¥ million 300.2 67.9
Forward contracts INR/USD ` crore 197.0 82.3
Option contracts USD/INR $ million - 1.5
Cross currency interest rate swaps USD/INR and Floating to fixed $ million - 63.5
Commodity swaps Heavy fuel oil MT 6,600.0 3,200.0
Commodity swaps Natural Gas (US) million MMBTU 9.2 6.5
Commodity swaps Natural Gas (UK) million therms 116.4 69.8
Interest rate swaps Floating to fixed $ million 252.0 320.0

(c) The following table analyses the movement in the effective portion of Cash Flow Hedge Reserve (‘CFHR’) for
the year ended March 31, 2020 and 2019
` in crore
Forward Interest rate Commodity Total
contracts swaps swaps
Balance as at April 1, 2018 (2.45) 12.47 9.29 19.31
Net (losses) / gains recognised in the CFHR 2.84 (25.89) 7.75 (15.30)
Amount re-classified from the CFHR and included in the Consolidated
Statement of Profit and Loss (due to settlement of contracts) within:
Power and Fuel cost - - (52.73) (52.73)
Other expenses 3.82 - - 3.82
Finance costs - (7.85) - (7.85)
Deferred income tax (1.06) 1.57 (2.22) (1.71)
Balance as at March 31, 2019 3.15 (19.70) (37.91) (54.46)
Net (losses) / gains recognised in the CFHR (4.86) (59.45) (226.81) (291.12)
Amount re-classified from the CFHR and included in the Consolidated
Statement of Profit & Loss (due to settlement of contracts) within:
Power and Fuel cost - - 80.74 80.74
Other expenses (2.03) - - (2.03)
Finance costs - (12.32) - (12.32)
Deferred income tax - - 4.20 4.20
Acquisition of non-controlling interests (note 38) - - (6.64) (6.64)
Balance as at March 31, 2020 (3.74) (91.47) (186.42) (281.63)

304 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

43. Disclosures on financial instruments


(a) Financial instruments by category
The following table presents the carrying amounts of each category of financial assets and liabilities as at March 31, 2020.
` in crore
Investments - Investments - Derivatives - Derivatives - Amortised Total carrying
FVTOCI FVTPL FVTPL FVTOCI cost value
Financial assets
(a) Investments - non-current
Equity instrument at fair value 1,913.47 - - - - 1,913.47
(b) Investments - current
Investment in mutual funds - 1,601.02 - - - 1,601.02
(c) Trade receivables - - - - 1,579.92 1,579.92
(d) Cash and cash equivalents - - - - 1,254.26 1,254.26
(e) Other bank balances - - - - 825.26 825.26
(f ) Loans - non-current - - - - 9.99 9.99
(g) Loans - current - - - - 0.23 0.23
(h) Other financial assets - non-current - - - 0.96 3.97 4.93
(i) Other financial assets - current - - 11.07 1.31 126.63 139.01
Total 1,913.47 1,601.02 11.07 2.27 3,800.26 7,328.09
Financial liabilities
(a) Borrowings - non-current - - 3,473.36 3,473.36
(b) Lease liabilities - non-current - - 188.00 188.00
(c) Borrowings - current - - 1,912.94 1,912.94
(d) Trade payables - - 1,630.92 1,630.92
(e) Other financial liabilities - non-current - 127.90 23.63 151.53
(f ) Other financial liabilities - current 0.03 166.65 2,520.55 2,687.23
Total 0.03 294.55 9,749.40 10,043.98

305
The following table presents the carrying amounts of each category of financial assets and liabilities as at March 31, 2019.
` in crore
Investments - Investments - Derivatives - Derivatives - Amortised Total carrying
FVTOCI FVTPL FVTPL FVTOCI cost value
Financial assets
(a) Investments - non-current
Equity instrument at fair value 2,492.37 - - - - 2,492.37
(b) Investments - current
Investment in mutual funds - 2,252.34 - - - 2,252.34
(c) Trade receivables - - - - 1,452.50 1,452.50
(d) Cash and cash equivalents - - - - 1,888.38 1,888.38
(e) Other bank balances - - - - 63.81 63.81
(f ) Loans - non-current - - - - 7.87 7.87
(g) Loans - current - - - - 1.33 1.33
(h) Other financial assets - non-current - - - 1.89 5.46 7.35
(i) Other financial assets - current - - 40.93 13.72 286.14 340.79
Total 2,492.37 2,252.34 40.93 15.61 3,705.49 8,506.74
Financial liabilities
(a) Borrowings - non-current - - 4,769.33 4,769.33
(b) Lease liabilities - non-current - - 13.58 13.58
(c) Borrowings - current - - 352.46 352.46
(d) Trade payables - - 1,475.33 1,475.33
(e) Other financial liabilities - non-current - 28.66 19.42 48.08
(f ) Other financial liabilities - current 5.08 34.15 1,415.32 1,454.55
Total 5.08 62.81 8,045.44 8,113.33

(b) Fair value hierarchy


All assets and liabilities for which fair value is measured or disclosed in the Consolidated Financial Statements are categorised within
the fair value hierarchy, described as follows:

Level 1 - Quoted (unadjusted) market prices in active markets for identical assets or liabilities

Level 2 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is directly or indirectly
observable

Level 3 - Valuation techniques for which the lowest level input that is significant to the fair value measurement is unobservable.

306 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

The following table provides the fair value measurement hierarchy of the Group’s financial assets and liabilities that are measured at fair
value or where fair value disclosure is required.
` in crore
As at March 31, 2020
Fair value measurement using
Total Quoted prices in Significant Significant
active markets observable unobservable
(Level 1) inputs (Level 2) inputs (Level 3)
Assets measured at fair value:
Derivative financial assets
Cross currency interest rate swaps - - - -
Commodity swaps 1.90 - 1.90 -
Interest rate swaps - - - -
Forward contracts 11.44 - 11.44 -
Option contracts - - - -
FVTOCI financial investments
Quoted equity instruments 1,502.68 1,502.68 - -
Unquoted equity instruments 410.79 - - 410.79
FVTPL financial investments
Investment in mutual funds 1,601.02 - 1,601.02 -
Liabilities measured at fair value:
Derivative financial liabilities
Forward contracts 4.06 - 4.06 -
Interest rate swaps 96.84 - 96.84 -
Commodity swaps 193.68 - 193.68 -
There have been no transfers between levels during the period.
` in crore
As at March 31, 2019
Fair value measurement using
Total Quoted prices in Significant Significant
active markets observable unobservable
(Level 1) inputs (Level 2) inputs (Level 3)
Assets measured at fair value:
Derivative financial assets
Cross currency interest rate swaps 39.56 - 39.56 -
Commodity swaps 7.32 - 7.32 -
Interest rate swaps 3.90 - 3.90 -
Forward contracts 5.56 - 5.56 -
Option contracts 0.20 - 0.20 -
FVTOCI financial investments
Quoted equity instruments 2,005.87 2,005.87 - -
Unquoted equity instruments 486.50 - - 486.50
FVTPL financial investments
Investment in mutual funds 2,252.34 - 2,252.34 -
Liabilities measured at fair value:
Derivative financial liabilities
Forward contracts 6.07 - 6.07 -
Interest rate swaps 23.09 - 23.09 -
Commodity swaps 38.73 - 38.73 -
Liabilities for which fair values are disclosed :
Borrowings
Unsecured non-convertible debentures 250.67 250.67 - -
There have been no transfers between levels during the period.

307
(c) The following tables shows a reconciliation from the opening balance to the closing balance for level 3 fair
values.
` in crore
FVTOCI financial
investments
Balance as at April 1, 2018 651.56
Investment transferred to investment in Joint venture (note 38) (170.19)
Add / (less): Fair value changes through Other comprehensive income 5.13
Balance as at March 31, 2019 486.50
Add / (less): Fair value changes through Other comprehensive income (75.71)
Balance as at March 31, 2020 410.79

(d) Valuation technique to determine fair value


The following methods and assumptions were used to estimate the fair values of financial instruments:
(i) The management assessed that fair value of cash and cash equivalents, trade receivables, trade payables, bank overdrafts and
other current financial assets and liabilities approximate their carrying amounts largely due to the short-term maturities of
these instruments.
(ii) The fair values of the equity investment which are quoted, are derived from quoted market prices in active markets. The
Investments measured at fair value and falling under fair value hierarchy Level 3 are valued on the basis of valuation reports
provided by external valuers with the exception of certain investments, where cost has been considered as an appropriate
estimate of fair value because of a wide range of possible fair value measurements and cost represents the best estimate of fair
values within that range.
(iii) The fair values of investments in mutual fund units is based on the net asset value (‘NAV’) as stated by the issuers of these
mutual fund units in the published statements as at Balance Sheet date. NAV represents the price at which the issuer will issue
further units of mutual fund and the price at which issuers will redeem such units from the investors.
(iv) The Group enters into derivative financial instruments with various counterparties, principally financial institutions with
investment grade credit ratings. The fair value of derivative financial instruments is based on observable market inputs including
currency spot and forward rate, yield curves, currency volatility, credit quality of counterparties, interest rate curves and forward
rate curves of the underlying commodity etc. and use of appropriate valuation models.
(v) The fair value of non-current borrowings carrying floating-rate of interest is not impacted due to interest rate changes, and will
not be significantly different from their carrying amounts as there is no significant change in the underlying credit risk of the
Group (since the date of inception of the loans).
(vi) The fair values of the 10% unsecured redeemable non-convertible debenture (included in current maturities of non-current
borrowings) are derived from quoted market prices. The Group has no other non-current borrowings with fixed-rate of interest.

(e) Financial risk management objectives


The Group is exposed to market risk (including currency risk, interest rate risk and other price risk), credit risk and liquidity risk. The
Group’s risk management strategies focus on the un-predictability of these elements and seek to minimise the potential adverse
effects on its financial performance. The Board of Directors/Committee of Board of the respective operating entities approve the risk
management policies. The implementation of these policies is the responsibility of the operating entities. The Board of Directors/
Committee of Board of the respective operating entities periodically review the exposures to financial risks, and the measures taken
for risk mitigation and the results thereof.

All hedging activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience
and supervision. The Group’s policy is not to trade in derivatives for speculative purposes.

308 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

Market risk
Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market
prices. Market risk comprises three types of risk: currency risk, interest rate risk and other price risk, such as equity price risk and
commodity price risk. The value of a financial instrument may change as a result of changes in the interest rates, foreign currency
exchange rates, equity price fluctuations, commodity price, liquidity and other market changes. Financial instruments affected by
market risk include borrowings, deposits, investments and derivative financial instruments.

Foreign currency risk management


Foreign exchange risk arises on future commercial transactions and all recognised monetary assets and liabilities which are
denominated in a currency other than the functional currency of the entities of the Group. The foreign exchange risk management
policy requires operating entities to manage their foreign exchange risk against their functional currency and to meet this objective
they enter into derivatives such as foreign currency forwards, option and swap contracts, as considered appropriate and whenever
necessary.

The Group has international operations and hence, it is exposed to foreign exchange risk arising from various currencies, primarily
with respect to USD. As at the end of the reporting period, the carrying amounts of the Group’s foreign currency denominated
monetary assets and liabilities, in respect to the primary foreign currency exposure i.e. USD, and derivative to hedge the foreign
currency exposure are as follows:
` in crore
As at As at
March 31, 2020 March 31, 2019
USD exposure
Assets 194.48 273.88
Liabilities (255.97) (715.91)
Net (61.49) (442.03)
Derivatives to hedge USD exposure
Forward contracts - (USD/INR) 13.31 31.54
Option contracts - (USD/INR) - 10.37
Cross currency interest rate swaps - 438.85
13.31 480.76
Net exposure (48.18) 38.73
The Group’s exposure to foreign currency changes for all other currencies is not material.

Foreign currency sensitivity analysis


The following table demonstrates the sensitivity to a reasonable possible change in USD exchange rate, with all other variables held
constant. The impact on the Group’s profit before tax due to changes in the fair value of monetary assets and liabilities and derivatives
is as follows:
` in crore

As at As at
March 31, 2020 March 31, 2019
If INR had (strengthened) / weakened against USD by
5% (Decrease) / increase in profit for the year (2.41) 1.94
Based on the movements in the foreign exchange rates historically and the prevailing market conditions as at the reporting date, the
Group’s Management has concluded that the above mentioned rates used for sensitivity are reasonable benchmarks.

Interest rate risk management


Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market
rates. The Group’s exposure to the risk of changes in market rates relates primarily to the Group’s non-current debt obligations with
floating interest rates.

309
The Group’s policy is generally to undertake non-current borrowings using facilities that carry floating-interest rate. The Group
manages its interest rate risk by entering into interest rate swaps, in which it agrees to exchange, at specified intervals, the difference
between fixed and variable rate interest amounts calculated by reference to an agreed-upon notional principal amount.
Moreover, the short-term borrowings of the Group do not have a significant fair value or cash flow interest rate risk due to their short
tenure.
As the Group does not have exposure to any floating-interest bearing assets, or any significant long-term fixed-interest bearing
assets, its interest income and related cash inflows are not affected by changes in market interest rates.
As at the end of reporting period, the Group had the following long term variable interest rate borrowings and derivative to hedge
the interest rate risk as follows:
` in crore
As at As at
March 31, 2020 March 31, 2019
Non-current variable interest rate borrowings 3,507.05 5,263.06
Derivatives to hedge interest rate risk
Cross currency interest rate swaps (not designated in a hedge relationship) - 438.85
Interest rate swaps (designated in Cash flow hedges) 1,602.58 1,904.53
1,602.58 2,343.38
Net exposure 1,904.47 2,919.68

Interest rate sensitivity


The following table demonstrates the impact to the Group’s profit before tax and other comprehensive income to a reasonably
possible change in interest rates on long term floating rate borrowings, with all other variables held constant:

Increase/decrease Effect on profit Effect on other


in before tax comprehensive income
basis points ` in crore ` in crore
March 31, 2020 +50/-50 (17.54)/17.54 8.01/(8.01)
March 31, 2019 +50/-50 (26.05)/ 26.05 0.23/(0.23)
The effect on other comprehensive income is calculated on change in fair of cash flow hedges entered to hedge the interest rate
risks.
Based on the movements in the interest rates historically and the prevailing market conditions as at the reporting date, the Group’s
Management has concluded that the above mentioned rates used for sensitivity are reasonable benchmarks.
Equity price risk management
The Group’s exposure to equity price risk arises from investments held by the Group and classified in the Consolidated Balance Sheet
as FVTOCI. In general, these investments are strategic investments and are not held for trading purposes. Reports on the equity
portfolio are submitted to the Group’s senior management on a regular basis.
Equity price sensitivity analysis
If prices of equity instrument had been 5% higher/(lower), the OCI for the year ended March 31, 2020 and 2019 would increase/
(decrease) by ` 75.13 crore and ` 100.29 crore respectively.
Commodity price risk
Certain entities within the Group are affected by the volatility in the price of commodities. Its operating activities require the ongoing
production of steam and electricity and therefore require a continuous supply of fuels. Due to potential volatility in the price of fuels,
the Group has put in place a risk management strategy whereby the cost of fuels are hedged.

310 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

Commodity price sensitivity


The following table shows the effect of price changes in commodities to OCI due to changes in fair value of cash flow hedges entered
to hedge commodity price risk.
` in crore
As at As at
If the price of the future contracts were higher / (lower) by 10% Commodity
March 31, 2020 March 31, 2019
Increase / (decrease) in OCI for the year Natural gas 46.89 38.92
Increase / (decrease) in OCI for the year HFO 0.87 0.77

Credit risk management


Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading
to a financial loss. The Group is exposed to credit risk from its operating activities, primarily trade and other receivables and from
its investing activities, including deposits with banks and financial institutions, investment in mutual funds and other financial
instruments.

The carrying amount of financial assets represents the maximum credit exposure, being the total of the carrying amount of balances
with banks, short term investment, trade receivables and other financial assets excluding equity investments.

Trade and other receivables


The Trade and other receivables of Group are majorly unsecured and derived from sales made to a large number of independent
customers. Customer credit risk is managed by each business unit subject to the established policy, procedures and control relating
to customer credit risk management. Before accepting any new customer, the Group has appropriate level of control procedures to
assess the potential customer’s credit quality. The credit-worthiness of its customers are reviewed based on their financial position,
past experience and other factors. The credit period provided by the Group to its customers generally ranges from 0-60 days.
Outstanding customer receivables are regularly monitored. Provision is made based on expected credit loss method or specific
identification method.

The credit risk related to the trade receivables is mitigated by taking security deposits / bank guarantee / letter of credit - as and
where considered necessary, setting appropriate payment terms and credit period, and by setting and monitoring internal limits on
exposure to individual customers.

As the revenue and trade receivables from any of the single customer do not exceed 10% of Group revenue, there is no substantial
concentration of credit risk.

For certain other receivables, where recoveries are expected beyond twelve months of the Balance Sheet date, the time value of
money is appropriately considered in determining the carrying amount of such receivables.

Financial instruments and cash deposits


Credit risk from balances/investments with banks and financial institutions is managed in accordance with the Risk management
policy. Investments of surplus funds are made only with approved counterparties and within limits assigned to each counterparty.
The limits are assigned based on corpus of investable surplus and corpus of the investment avenue. The limits are set to minimise the
concentration of risks and therefore mitigate financial loss through counterparty’s potential failure to make payments.

Liquidity risk
Liquidity risk is the risk that the Group will not be able to meet its financial obligations as they become due. The objective of
liquidity risk management is to maintain sufficient liquidity and ensure that funds are available for use as per requirements.
The Risk Management Policy includes an appropriate liquidity risk management framework for the management of the Group’s
short-term, medium-term and long term funding and liquidity management requirements. The Group manages the liquidity risk by
maintaining adequate reserves, banking facilities and reserve borrowing facilities, by continuously monitoring forecast and actual
cash flows, and by matching the maturity profiles of financial assets and liabilities. The Group invests its surplus funds in bank fixed
deposit and liquid schemes of mutual funds, which carry no/negligible mark to market risks.

311
The below table analyses the Group’s non-derivative financial liabilities as at the reporting date, into relevant maturity groupings
based on the remaining period (as at that date) to the contractual maturity date. The amounts disclosed in the below table are the
contractual undiscounted cash flows.

` in crore
Carrying Up-to Above
1-5 years Total
amount 1 year 5 years
As at March 31, 2020
Borrowings and future interest thereon 7,426.95 4,127.30 3,654.71 1.65 7,783.66
Lease liabilities 275.42 110.06 184.71 53.41 348.18
Trade and other payables 2,047.03 2,023.40 23.63 - 2,047.03
Total 9,749.40 6,260.76 3,863.05 55.06 10,178.87
As at March 31, 2019
Borrowings and future interest thereon 6,124.37 1,555.71 5,111.38 1.80 6,668.89
Lease liabilities 19.06 6.96 14.96 - 21.92
Trade and other payables 1,902.01 1,882.59 19.42 - 1,902.01
Total 8,045.44 3,445.26 5,145.76 1.80 8,592.82
The below table analyses the Group’s derivative financial liabilities into relevant maturity groupings based on the remaining period
(as at the reporting date) to the contractual maturity date.
` in crore
As at As at
March 31, 2020 March 31, 2019
Current portion 166.68 39.23
Non-current portion (within one - three years) 127.90 28.66
Total 294.58 67.89
All the derivative financial liabilities are included in the above analysis, as their contractual maturity dates are essential for the
understanding of the timing of the under-lying cash flows.

44. Capital management


The capital structure of the Group consists of net debt and total equity. The Group manages its capital to ensure that the Group will
be able to continue as going concern while maximising the return to stakeholders through an optimum mix of debt and equity
within the overall capital structure. The Group’s risk management committee reviews the capital structure of the Group considering
the cost of capital and the risks associated with each class of capital.

312 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

45. Related Party Disclosure:


(a) Related parties and their relationship (as defined under Ind AS 24 Related Party Disclosures)
Joint Ventures
Direct
Indo Maroc Phosphore S.A., Morocco
Tata Industries Limited
Indirect
The Block Salt Company Limited, United Kingdom (Holding by New Cheshire Salt Works Limited)
JOil (S) Pte. Ltd and its subsidiaries (Holding by Tata Chemicals International Pte. Limited)
Key Management Personnel (‘KMP’)
Mr. R. Mukundan, Managing Director and CEO
Mr. Zarir Langrana, Executive Director
Promoter Group
Tata Sons Private Limited, India
Other Related Parties @
TATA AIG General Insurance Company Limited Tata Communications Collaboration Services Private Limited
Tata Autocomp Systems Limited Tata Teleservices (Maharashtra) Limited
Tata International Limited Tata Digital Ltd.
Tata Consultancy Services Limited Tata International Singapore PTE Ltd
TATA AIA Life Insurance Company Limited Tata Elxsi Limited
Tata Consulting Engineers Limited Tata Chemicals Ltd Provident Fund 
Infiniti Retail Limited Tata Chemicals Ltd Emp Pension Fund 
TASEC Limited (formely TAS-AGT Systems Limited) Tata Chemicals Superannuation Fund 
Tata Teleservices Limited Tata Chemicals Employees Gratuity Trust
Ecofirst Services Limited TCL Employees Gratuity Fund
Tata Realty and Infrastructure Limited Rallis India Limited Management Staff Gratuity Fund
Tata Investment Corporation Limited Carbon Disclosure Project India
Ewart Investments Limited
Tata Autocomp Hendrickson Suspensions Private Limited
Tata SmartFoodz Limited
Tata SIA Airlines Limited
Tata Communications Limited
@ The above list includes the Companies with whom Tata Chemicals Limited has entered into the transactions during the course of the year.

313
(b) Transactions and balances with Related parties (as defined under Ind AS 24).
` in crore
Subsidiaries and Joint
Joint Ventures of Tata Chemicals Limited Promoter ventures of Tata Sons
Private Limited Other
Related KMP Total
Indo Maroc Natronx Tata Tata Sons Tata parties
The Block Salt Other
Phosphore Technologies Industries Private Consultancy
Company Ltd. Entities
S. A. LLC Ltd. Limited Services Ltd.

Investments - - - - - - - - - -
- - - - - - (3.48) - - (3.48)
Purchase of goods - - - - - - 18.68 - - 18.68
(includes stock in transit) - net 99.94 - - - - - 0.05 - - 99.99
- - 4.38 - - - - - - 4.38
Sales (net)
- - 6.60 - - - 0.05 - - 6.65
Other Services - expenses - - - 0.71 16.93 15.11 6.21 - - 38.96
(net of reimbursements) (0.18) 0.35 - - 20.75 10.60 5.61 - - 37.13
- - - 0.16 0.10 - 0.16 - - 0.42
Other Services - Income
- - - 0.01 2.90 - 0.17 - - 3.08
72.24 - - - 10.24 - 1.48 - - 83.96
Dividend received
58.43 - - - 8.19 - 1.57 - - 68.19
- - - - - - 5.22 - - 5.22
Miscellaneous purchases
- - - - - - 2.51 - - 2.51
- - - 0.10 74.73 - 21.38 - - 96.21
Dividend paid
- - - - 131.53 - 37.76 - - 169.29
- - - - - - 0.10 - - 0.10
Interest paid
- - - - - - 0.40 - - 0.40
- - - - - - 4.00 - - 4.00
Redemption of Debentures
- - - - - - - - - -
Contributions to employee benefit - - - - - - - 37.91 - 37.91
trusts / Other Employees’ Related
Expenses - - - - - - - 32.37 - 32.37
Compensation to KMPs
- - - - - - - - 9.92 9.92
Short-term employee benefits
- - - - - - - - 10.51 10.51
Post-employment benefits - - - - - - - - 7.38 7.38
- - - - - - - - 1.75 1.75
Amount receivables / advances /balances
As at March 31, 2020 - - 2.61 0.03 - - 0.42 1.04 - 4.10
As at March 31, 2019 - - 0.67 - - - 0.45 6.82 - 7.94
Amount payables (in respect of goods purchased and other services)
As at March 31, 2020 - - - 0.28 13.83 1.28 2.37 2.23 - 19.99
As at March 31, 2019 - - - - 18.16 0.75 0.76 2.14 - 21.81
Amount receivable on account of any management contracts
As at March 31, 2020 - - - 0.06 0.18 - 0.09 - - 0.33
As at March 31, 2019 0.07 - - 0.04 0.16 - 0.23 - - 0.50
Footnotes:
The figures in light print are for previous year.
1. For Investment in related parties as at March 31 2020 refer Note 9(a).
2. The above figures do not include provision for Compensated absences and contribution to gratuity fund, as separate figures are not available for the
Managing Director and Whole-time Director.

314 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

46. Commitments ` in crore


As at As at
March 31, 2020 March 31, 2019
Estimated amount of contracts remaining to be executed on capital account and not provided for 586.44 456.06
Commitment towards partly paid investments 9.19 9.19

47. Contingent liabilities and assets


47.1 Contingent liabilities
(a) Claims not acknowledged by the Group relating to cases contested by the Group and which, in the opinion of the Management, are
not likely to devolve on the Group relating to the following areas:
` in crore
As at As at
March 31, 2020 March 31, 2019
(i) Excise, Customs and Service Tax 88.65 48.51
(ii) Sales Tax 53.37 50.48
(iii) Demand for utility charges - 16.26
(iv) Labour and other claims against the Group not acknowledged as debt 31.32 31.21
(v) Income Tax (pending before Appellate authorities in respect of which the Group is in appeal) 745.65 673.02
(vi) Income Tax (decided in Group’s favour by Appellate authorities and Department is in further 15.54 16.05
appeal)
(vii) Contractual obligation upto 34.75 100.11
Item (i) to (vii) above includes ` 34.75 crore (2019: ` 100.11 crore) relating to discontinued operations.

(b) Land rates Demand for ` 1,257.48 crore (KShs 17.45 Billion)
On May 3 , 2019, the Court delivered its judgement in respect of the petition against a demand for land rates levied on the Company
by the Kajiado County Government during the year. The Court judgement quashed this demand. In its judgement, the court also
ordered that both parties submit themselves to a consultation process to be led by the Cabinet Secretary and supervised by the
Court in order to agree the acreage to which land rates should apply and the level of rates which should be levied. Following the
lapse of the period for negotiations as directed by the high court, the company proceeded to the court of appeal to seek directions
on the land rates. Due to the fact that the court is yet to give a hearing date for the Appeal, management is not able to currently
reliably estimate the outcome of the court of appeal process.

(c) Various claims pending before Industrial Tribunals and Labour Courts of which amounts are indeterminate.

47.2 Contingent assets ` in crore


As at As at
March 31, 2020 March 31, 2019
(a) Income Tax (pending before Appellate authorities in respect of which the Group is in appeal) 78.40 78.40

315
48. Statement of Net Assets and Profit or Loss Attributable to Owners and Non-controlling Interests
Net Assets i.e. total assets Share in Profit or Loss Share in other Share in total
minus total liabilities comprehensive income comprehensive income

Sr. As % of ` in crore As % of ` in As % of ` in As % of ` in
Name of the Company consolidated consolidated crore consolidated crore consolidated crore
No.
net assets profit or loss other total
comprehensive comprehensive
income income

Parent
Tata Chemicals Limited 37.55 11,977.32 85.73 6,840.22 90.80 (542.44) 85.32 6,297.78
Subsidiaries
Indian Subsidiaries
1 Rallis India Limited 4.42 1,410.00 2.32 185.47 0.31 (1.84) 2.49 183.63
2 Rallis Chemistry Exports Limited - - - - - - - -
3 Ncourage Social Enterprise ** 0.05 (0.02) (1.84) 0.01 (0.03) (0.03) (1.87)
Foundation
Foreign Subsidiaries
1 Tata Chemicals International Pte. 12.18 3,884.04 1.24 98.58 11.67 (69.69) 0.39 28.89
Limited
2 Homefield Pvt. UK Limited (4.18) (1,332.50) (0.69) (55.38) 0.29 (1.74) (0.77) (57.12)
3 TCE Group Limited 0.20 64.41 (0.10) (7.62) - - (0.10) (7.62)
(formerly known as Homefield 2 UK
Limited)
4 Natrium Holdings Limited (formerly (1.61) (514.36) (0.16) (13.16) - - (0.18) (13.16)
known as Tata Chemicals Europe
Holdings Limited)
5 Brunner Mond Group Limited 2.40 766.70 0.16 12.65 - - 0.17 12.65
6 Tata Chemicals Europe Limited (2.31) (736.02) (0.64) (51.19) (25.64) 153.18 1.38 101.99
7 Tata Chemicals Magadi Limited (0.68) (216.72) (0.01) (0.94) 1.00 (5.95) (0.09) (6.89)
8 Tata Chemicals South Africa (Pty) 0.10 31.21 0.04 3.58 - - 0.05 3.58
Limited
9 Northwich Resource Management - - - - - - - -
Limited
10 Tata Chemicals Africa Holdings 0.07 23.75 0.13 10.72 - - 0.15 10.72
Limited
11 Magadi Railway Company Limited ** 0.01 - - - - - -
12 Winnington CHP Limited (0.06) (19.99) 0.86 68.38 21.61 (129.07) (0.82) (60.69)
13 Gusiute Holdings (UK) Limited 17.86 5,694.95 2.52 200.97 - - 2.72 200.97
14 Valley Holdings Inc. 24.13 7,694.71 2.77 221.34 - - 3.00 221.34
15 Tata Chemicals North America Inc. 3.93 1,252.51 (1.52) (121.54) - - (1.65) (121.54)
16 Tata Chemicals North America (UK) - - ** (0.01) - - ** (0.01)
Limited
17 General Chemical International Inc. ** 0.01 - - - - - -
18 NHO Canada Holdings Inc. - - - - - - - -
19 Tata Chemicals (Soda Ash) Partners 5.28 1,685.54 5.40 431.09 - - 5.84 431.09
20 TCSAP Holdings ** 1.49 ** (0.34) - - ** (0.34)
21 TCSAP LLC - - 0.05 4.25 - - 0.06 4.25
22 British Salt Limited 0.57 183.13 0.39 31.34 (0.03) 0.20 0.43 31.54
23 Cheshire Salt Holdings Limited 0.01 3.77 - - - - - -
24 Cheshire Salt Limited 0.03 11.01 - - - - - -
25 Brinefield Storage Limited ** (0.06) - - - - - -
26 Cheshire Cavity Storage 2 Limited - * - - - - - -
27 Cheshire Compressor Limited - * - - - - - -
28 Irish Feeds Limited - * - - - - - -
29 New Cheshire Salt Works Limited 0.06 18.12 ** 0.33 - - ** 0.33
30 PT. Metahelix Lifesciences Indonesia ** 1.22 (0.03) (2.26) - - (0.03) (2.26)
31 ALCAD 0.03 9.33 1.56 124.24 - - 1.68 124.24
100.00 31,893.63 100.00 7,978.88 100.00 (597.38) 100.00 7,381.50

316 I Integrated Annual Report 2019-20


Integrated Report Statutory Reports Financial Statements
Consolidated

Net Assets i.e. total assets Share in Profit or Loss Share in other Share in total
minus total liabilities comprehensive income comprehensive income

Sr. As % of ` in crore As % of ` in As % of ` in As % of ` in
Name of the Company consolidated consolidated crore consolidated crore consolidated crore
No.
net assets profit or loss other total
comprehensive comprehensive
income income

a) Non-controlling Interests
Indian Subsidiaries
Rallis India Limited (763.08) (91.11) 0.94 (90.17)
Foreign Subsidiaries
TCSAP Holdings - (131.87) (51.52) (183.39)
PT. Metahelix Lifesciences Indonesia (0.69) 1.16 - 1.16
(763.77) (221.82) (50.58) (272.40)
b) Joint Ventures
(Investment as per the Equity
method)
JOil (S) Pte. Ltd. and its subsidiaries - - - -
The Block Salt Company Limited 2.27 (0.53) - (0.53)
Indo Maroc Phosphore S.A. 336.07 5.97 - 5.97
Tata Industries Ltd. (w.e.f. 27 March, 431.97 22.05 (66.20) (44.15)
2019)
770.31 27.49 (66.20) (38.71)
c) Adjustments arising out of (19,002.51) (778.22) 257.28 (520.94)
Consolidation
Consolidated 12,897.66 7,006.33 (456.88) 6,549.45
* value below ` 50,000/-
** percentage (%) below 0.005/(0.005)

49. Approval of Consolidated Financial Statements


These Consolidated Financial Statements were approved for issue by the Board of Directors on May 15, 2020.

Signatures to notes forming part of the Consolidated Financial Statements 1 - 49

As per our report of even date attached For and on behalf of the Board
For B S R & Co. LLP
Chartered Accountants Padmini Khare Kaicker Director
Firm's Registration No: 101248W/W - 100022
R. Mukundan Managing Director and CEO
Vijay Mathur John Mulhall Chief Financial Officer
Partner
Membership No. 046476 Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary

317
Statement pursuant to first proviso to sub-section (3) of section 129 of the Companies Act 2013,
read with rule 5 of Companies (Accounts) Rules, 2014 in the prescribed Form AOC-1 relating to subsidiary and joint venture companies
` in crore
Profit Provision Profit
Sr. Date of acqusition Reporting Exchange Share Total Total %
Name of the Subsidiary Company Reserves Investments Turnover Before for After Dividend
No. / incorporation Currency rate Capital Assets Liabilities holding
Taxation Taxation Taxation
1 Tata Chemicals International Pte. Limited October 23, 2005 USD 75.67 4,515.22 (631.18) 6,011.27 2,127.23 5,306.67 1,254.05 106.34 1.10 105.24 - 100.00
2 Homefield Pvt. UK Limited November 01, 2005 USD 75.67 1,008.84 (2,341.34) 56.22 1,388.72 45.40 - (59.12) - (59.12) - 100.00
3 TCE Group Limited December 14, 2010 GBP 93.50 242.33 (177.92) 501.50 437.09 501.50 - (7.91) - (7.91) - 100.00
4 Natrium Holdings Limited December 07, 2010 GBP 93.50 242.33 (756.69) 948.69 1,463.05 46.75 - (13.66) - (13.66) - 100.00
5 Brunner Mond Group Limited October 22, 2005 GBP 93.50 641.59 125.12 766.71 - 46.75 - 13.12 - 13.12 - 100.00
6 Tata Chemicals Europe Limited October 22, 2005 GBP 93.50 206.07 (942.09) 833.37 1,569.39 - 874.73 (68.46) (15.36) (53.10) - 100.00
7 Tata Chemicals Magadi Limited February 28, 2005 USD 75.67 334.25 (550.97) 392.56 609.28 - 505.75 (1.00) - (1.00) - 100.00
8 Tata Chemicals South Africa (Pty) Limited April 09, 1996 ZAR 4.24 0.72 30.49 89.03 57.82 - 136.61 4.39 1.23 3.16 8.48 100.00
9 Northwich Resource Management Limited October 22, 2005 GBP 93.50 * - * - - - - - - - 100.00
10 Tata Chemicals Africa Holdings Limited October 22, 2005 GBP 93.50 36.90 (13.15) 23.75 - - - 11.12 - 11.12 - 100.00

318 I Integrated Annual Report 2019-20


11 Magadi Railway Company Limited February 28, 2005 KSH 0.72 0.01 - 0.01 - - - - - - - 100.00
12 Winnington CHP Limited June 13, 2013 GBP 93.50 - (19.99) 438.52 458.51 - 443.03 70.94 - 70.94 - 100.00
13 Gusiute Holdings (UK) Limited December 04, 2007 USD 75.67 5,382.33 312.62 5,697.35 2.40 5,612.35 - 214.54 - 214.54 167.42 100.00
14 Valley Holdings Inc. January 30, 2008 USD 75.67 * 7,694.71 9,170.56 1,475.85 7,664.59 - 244.66 8.37 236.29 228.08 100.00
15 Tata Chemicals North America Inc. March 26, 2008 USD 75.67 * 1,252.51 3,196.14 1,943.63 1,929.91 45.00 (113.68) 16.07 (129.75) 227.00 100.00
16 Tata Chemicals North America (UK) Limited August 22, 2014 USD 75.67 - - - - - - (0.01) - (0.01) 2.42 100.00
17 General Chemical International Inc. March 26, 2008 USD 75.67 0.01 - 0.01 - - - - - - - 100.00
18 NHO Canada Holdings Inc. March 26, 2008 USD 75.67 * - * - - - - - - - 100.00
19 Tata Chemicals (Soda Ash) Partners $ March 26, 2008 USD 75.67 - 1,685.54 2,971.25 1,285.71 - 3,399.69 460.21 - 460.21 453.99 100.00
20 TCSAP Holdings $ March 26, 2008 USD 75.67 - 1.49 1.49 - - - (0.37) - (0.37) - 100.00
21 TCSAP LLC March 26, 2008 USD 75.67 - - - - - - 4.54 - 4.54 4.54 100.00
22 Rallis India Limited January 18, 2012 INR 1.00 19.45 1,390.55 2,447.25 1,037.25 678.36 2,251.50 239.27 53.80 185.47 58.61 50.06
23 Rallis Chemistry Exports Limited September 15, 2010 INR 1.00 0.25 (0.25) - - - - - - - - 100.00
24 PT. Metahelix Lifesciences Indonesia May 19, 2016 Rupiah 0.00 6.83 (5.62) 1.23 0.02 - 0.32 (2.19) * (2.19) - 65.77
25 British Salt Limited January 18, 2011 GBP 93.50 * 183.13 754.87 571.74 7.17 356.77 32.51 - 32.51 - 100.00
26 Cheshire Salt Holdings Limited January 18, 2011 GBP 93.50 1.31 2.46 3.77 - 3.74 - * - * - 100.00
27 Cheshire Salt Limited January 18, 2011 GBP 93.50 * 11.01 11.04 0.03 3.74 - * - * - 100.00
28 Brinefield Storage Limited January 18, 2011 GBP 93.50 0.01 (0.07) - 0.06 - - - - - - 100.00
29 Cheshire Cavity Storage 2 Limited January 18, 2011 GBP 93.50 * - * - - - - - - - 100.00
30 Cheshire Compressor Limited January 18, 2011 GBP 93.50 * - * - - - - - - - 100.00
31 Irish Feeds Limited January 18, 2011 GBP 93.50 * - * - - - - - - - 100.00
32 New Cheshire Salt Works Limited January 18, 2011 GBP 93.50 7.12 10.99 18.11 - 1.37 - 0.34 - 0.34 - 100.00
33 ALCAD March 26, 2008 USD 75.67 - 9.33 42.84 33.51 - 405.30 132.63 - 132.63 132.41 50.00
34 Ncourage Social Enterprise Foundation December 08, 2017 INR 1.00 2.55 (2.50) 6.74 6.69 1.01 15.23 (1.84) - (1.84) - 100.00
Notes:
1. The Financial Statements of subsidiaries are converted into Indian Rupees on the basis of exchange rate as on closing day of the financial year.
2. $ Partner’s capital included as reserves
3. Items highlighted (Asterisk (*)) denotes figures below ` 50,000.
4. The Hon’ble National Company Law Tribunal (‘NCLT’), Mumbai Bench on April 23, 2020 approved the Scheme of Merger by Absorption of Bio Energy Venture-1 (Mauritius) Pvt. Ltd. (‘Bio’), a
wholly owned subsidiary of the Company, by the Company (‘Scheme’), with an Appointed Date of April 1, 2019. Though the certified copy of the Order is yet to be filed with the Registrar of
Companies, the Company has given effect of the Scheme in its Financial Statements in view of it being a common control transaction, in the quarter ended March 31, 2020
5. During the quarter ended March 31, 2020, the NCLT, Mumbai Bench has approved the Scheme of Amalgamation between Zero Waste Agro Organics Limited (wholly-owned subsidiary of
Rallis) and Rallis India Limited (‘the Scheme’) on February 20, 2020 from the Appointed Date of April 1, 2017. Though the certified copy of the Order is yet to be filed with the Registrar of
Companies, Rallis has given effect of the Scheme in its Financial Statements in view of it being a common control transaction, in the quarter ended December 31, 2019.
Statement pursuant to first proviso to sub-section (3) of section 129 of the Companies Act 2013,
read with rule 5 of Companies (Accounts) Rules, 2014 in the prescribed Form AOC-1 relating to subsidiary and joint venture companies (contd.)
` in crore
Shares of Joint Ventures held by the Networth
company on the year end Description Reason why Profit / Loss Profit / Loss for
Date of Latest audited attributable to
Sr. of how there the joint for the year the year
Name acqusition as Currency Balance Sheet Amount of Shareholding as
No. Number of Extend of is significant venture is not Considered in Not Considered
Joint Ventures Date Investment in per latest audited
Shares Holding % influence consolidated Consolidation in Consolidation
Joint Venture Balance Sheet

1 JOil (S) Pte. Limited January 28, 2009 SGD December 31, 2019 2,50,00,000 148.18 33.78% Note 4 Note 5 - - Not Applicable
and note 1
Integrated Report

2 The Block Salt Company Limited January 18, 2011 GBP March 31, 2020 15,00,00,000 1.40 50.00% Note 4 Not Applicable 2.27 (0.53) Not Applicable
3 Indo Maroc Phosphore S.A. May 02, 2005 MAD December 31, 2019 2,06,666 166.26 33.33% Note 4 Not Applicable 221.98 5.97 Not Applicable
and note 2
4 Tata Industries Ltd. March 27, 2019 INR March 31, 2020 98,61,303 170.19 9.13% Note 4 Not Applicable 381.71 22.04 Not Applicable
(w.e.f. March 27, 2019)
Notes:
1 Investment impaired during the year ended March 31, 2015
2 Local GAAP Financial Statements audited as on December 31, 2019 and figures are based on audited fit for consolidation statement as on March 31, 2020
3 There is significant influence due to interest in joint control over economic activities
4 There is significant influence due to shareholding and joint control over the economic activities
5 Since the Group has no further commitment to absorb losses in excess of its investment, it has not accounted for additional losses reported by JOil.
Statutory Reports

For and on behalf of the Board


Padmini Khare Kaicker Director
R. Mukundan Managing Director and CEO
John Mulhall Chief Financial Officer
Rajiv Chandan General Counsel &
Mumbai, May 15, 2020 Company Secretary
Consolidated
Financial Statements

319
Notice

NOTICE IS HEREBY GIVEN THAT THE EIGHTY-FIRST (81st) Companies (Appointment and Qualification of Directors)
ANNUAL GENERAL MEETING OF THE MEMBERS OF TATA Rules, 2014, as amended from time to time and SEBI (Listing
CHEMICALS LIMITED will be held on Tuesday, July 7, 2020 at Obligations and Disclosure Requirements) Regulations, 2015
3.00 p.m. (IST) via two-way Video Conferencing (‘VC’) facility or other (‘Listing Regulations’), as amended from time to time, the
audio visual means (‘OAVM’) to transact the following businesses: appointment of Dr. Natraj, who has submitted a declaration
that he meets the criteria for independence as provided in
Ordinary Business Section 149(6) of the Act and Rules framed thereunder and
1. To receive, consider and adopt the Audited Standalone Regulation 16(1)(b) of the Listing Regulations, as amended,
Financial Statements of the Company for the financial year and who is eligible for appointment as an Independent
ended March 31, 2020, together with the Reports of the Director of the Company, not liable to retire by rotation, for a
Board of Directors and Auditors thereon. term of 5 (five) consecutive years commencing from August
8, 2019 to August 7, 2024 (both days inclusive), be and is
2. To receive, consider and adopt the Audited Consolidated hereby approved.”
Financial Statements of the Company for the financial year
ended March 31, 2020, together with the Report of the 6. Appointment of Mr. K. B. S. Anand (DIN: 03518282) as a
Auditors thereon. Director and as an Independent Director of the Company
3. To declare dividend on the Ordinary Shares for the financial To consider and if thought fit, to pass the following resolution
year ended March 31, 2020. as an Ordinary Resolution:
4. To appoint a Director in place of Mr. R. Mukundan “RESOLVED THAT Mr. K. B. S. Anand (DIN: 03518282) who was
(DIN: 00778253), who retires by rotation and being eligible, appointed as an Additional Director of the Company with
offers himself for re-appointment. effect from October 15, 2019 by the Board of Directors and
who holds office up to the date of the forthcoming Annual
Special Business General Meeting of the Company in terms of Section 161(1)
5. Appointment of Dr. C. V. Natraj (DIN: 07132764) as a of the Companies Act, 2013 (‘the Act’), but who is eligible
Director and as an Independent Director of the Company for appointment and in respect of whom the Company has
received a notice in writing from a Member under Section
To consider and if thought fit, to pass the following resolution
160(1) of the Act proposing his candidature for the office of
as an Ordinary Resolution:
a Director, be and is hereby appointed as a Director of the
“RESOLVED THAT Dr. C. V. Natraj (DIN: 07132764) who was Company.
appointed as an Additional Director of the Company with
effect from August 8, 2019 by the Board of Directors and RESOLVED FURTHER THAT pursuant to the provisions
who holds office up to the date of the forthcoming Annual of Sections 149, 150 and 152 read with Schedule IV and
General Meeting of the Company in terms of Section 161(1) other applicable provisions of the Act [including any
of the Companies Act, 2013 (‘the Act’), but who is eligible statutory modification(s) or re-enactment(s) thereof ], the
for appointment and in respect of whom the Company has Companies (Appointment and Qualification of Directors)
received a notice in writing from a Member under Section Rules, 2014, as amended from time to time and SEBI (Listing
160(1) of the Act proposing his candidature for the office of Obligations and Disclosure Requirements) Regulations, 2015
a Director, be and is hereby appointed as a Director of the (‘Listing Regulations’), as amended from time to time, the
Company. appointment of Mr. Anand, who has submitted a declaration
that he meets the criteria for independence as provided in
RESOLVED FURTHER THAT pursuant to the provisions Section 149(6) of the Act and Rules framed thereunder and
of Sections 149, 150 and 152 read with Schedule IV and Regulation 16(1)(b) of the Listing Regulations, as amended,
other applicable provisions of the Act [including any and who is eligible for appointment as an Independent
statutory modification(s) or re-enactment(s) thereof ], the Director of the Company, not liable to retire by rotation, for a

320 I Integrated Annual Report 2019-20


term of 5 (five) consecutive years commencing from October THROUGH VC/OAVM, THE REQUIREMENT OF PHYSICAL
15, 2019 to October 14, 2024 (both days inclusive), be and is ATTENDANCE OF MEMBERS HAS BEEN DISPENSED WITH.
hereby approved.” ACCORDINGLY, IN TERMS OF THE MCA CIRCULARS AND
THE SEBI CIRCULAR, THE FACILITY FOR APPOINTMENT OF
7. Ratification of Remuneration of Cost Auditors PROXIES BY THE MEMBERS WILL NOT BE AVAILABLE FOR
THIS AGM AND HENCE THE PROXY FORM, ATTENDANCE
To consider and if thought fit, to pass the following resolution
SLIP AND ROUTE MAP OF THE AGM VENUE ARE NOT
as an Ordinary Resolution:
ANNEXED TO THIS NOTICE.
“RESOLVED THAT pursuant to the provisions of Section 148(3)
and other applicable provisions, if any, of the Companies 3. The Explanatory Statement pursuant to Section 102 of the
Act, 2013 [including any statutory modification(s) or Act setting out material facts concerning the business under
re-enactment(s) thereof ], and the Companies (Audit Item Nos. 5 to 7 of the Notice is annexed hereto. The relevant
and Auditors) Rules, 2014, as amended from time to details pursuant to Regulations 26(4) and 36(3) of the Listing
time, the Company hereby ratifies the remuneration of Regulations and Secretarial Standards on General Meetings
` 7,50,000 plus taxes, travel and out-of-pocket expenses issued by the Institute of Company Secretaries of India, in
incurred in connection with the cost audit payable to respect of Directors seeking appointment/re-appointment
D. C. Dave & Co., Cost Accountants (Firm Registration No. at this AGM are also annexed.
000611), who are appointed as Cost Auditors by the Board of
4. The Members can join the AGM in the VC/OAVM mode
Directors of the Company to conduct audit of the cost records
30 minutes before and 15 minutes after the scheduled
of the Company for the financial year ending March 31, 2021.
time of the commencement of the Meeting by following
RESOLVED FURTHER THAT the Board of Directors (including
 the procedure mentioned in the Notice. The Members
any Committee thereof ) be and is hereby authorised to take will be able to view the proceedings on the National
all such steps as may be necessary, proper and expedient to Securities Depository Limited’s (‘NSDL’) e-Voting website at
give effect to this resolution.” www.evoting.nsdl.com. The facility of participation at the AGM
through VC/OAVM will be made available to at least 1,000
Notes: Members on a first come first served basis as per the MCA
1. In view of the global outbreak of the Covid-19 pandemic, Circulars. The detailed instructions for joining the Meeting
the Ministry of Corporate Affairs (‘MCA’) has vide its General through VC/OAVM form part of the Notes to this Notice.
Circular dated May 5, 2020 read with General Circulars 5. Institutional Investors, who are Members of the Company, are
dated April 8, 2020 and April 13, 2020 (collectively referred encouraged to attend the 81st AGM through VC/OAVM mode
to as ‘MCA Circulars’) permitted the holding of the Annual and vote electronically. Corporate Members intending to
General Meeting (‘AGM’ or ‘Meeting’) through Video appoint their authorised representatives pursuant to Sections
Conferencing (‘VC’) facility or other audio visual means 112 and 113 of the Act, as the case may be, to attend the AGM
(‘OAVM’), without the physical presence of the Members through VC/OAVM or to vote through remote e-Voting are
at a common venue. Further, Securities and Exchange requested to send a certified copy of the Board Resolution to
Board of India (‘SEBI’) vide its Circular dated May 12, 2020 the Scrutiniser by e-mail at tcl.scrutinizer@gmail.com with a
(‘SEBI Circular’) has also granted certain relaxations. In copy marked to evoting@nsdl.co.in.
compliance with the provisions of the Companies Act,
2013 (‘the Act’), SEBI (Listing Obligations and Disclosure 6. The attendance of the Members attending the AGM through
Requirements) Regulations, 2015 (‘Listing Regulations’) and VC/OAVM will be counted for the purpose of reckoning the
MCA Circulars, the 81st AGM of the Company is being held quorum under Section 103 of the Act.
through VC/OAVM on Tuesday, July 7, 2020 at 3.00 p.m. (IST).
The deemed venue for the 81st AGM will be Bombay House, 7. In line with the MCA Circular dated May 5, 2020 and SEBI
24 Homi Mody Street, Fort, Mumbai - 400 001. Circular dated May 12, 2020, the Notice of the AGM along
with the Annual Report 2019-20 is being sent only through
PURSUANT TO THE PROVISIONS OF THE ACT, A
2.  electronic mode to those Members whose e-mail addresses
MEMBER ENTITLED TO ATTEND AND VOTE AT THE are registered with the Company/Depositories. The Notice
AGM IS ENTITLED TO APPOINT A PROXY TO ATTEND convening the 81st AGM has been uploaded on the website
AND VOTE ON HIS/HER BEHALF AND THE PROXY NEED of the Company at www.tatachemicals.com and may also
NOT BE A MEMBER OF THE COMPANY. SINCE THIS AGM be accessed from the relevant section of the websites
IS BEING HELD PURSUANT TO THE MCA CIRCULARS of the Stock Exchanges i.e. BSE Limited and the National

321
Stock Exchange of India Limited at www.bseindia.com and ii) Bank Account Number & Type allotted by
www.nseindia.com respectively. The Notice is also available the Bank after implementation of Core
on the website of NSDL at www.evoting.nsdl.com. Banking Solutions;

8. Book Closure and Dividend: iii) 11 digit IFSC Code.


i. The Register of Members and the Share b. self-attested scanned copy of cancelled cheque
Transfer Books of the Company will be closed bearing the name of the Member or first holder,
from Wednesday, June 24, 2020 to Tuesday, in case shares are held jointly;
June 30, 2020, both days inclusive. The dividend of
` 11 per equity share of ` 10 each (i.e. 110%), if declared c. self-attested scanned copy of the PAN Card; and
by the Members at the AGM, will be paid subject to d. 
self-attested scanned copy of any document
deduction of income-tax at source (‘TDS’) on or after (such as Aadhaar Card, Driving Licence, Election
Thursday, July 9, 2020 as under: Identity Card, Passport) in support of the address
For Shares held in electronic form: to all the Beneficial of the Member as registered with the Company.
Owners as at the end of the day on Tuesday, June 23,
Shares held in electronic form: Members may

2020 as per the list of beneficial owners to be furnished
please note that their bank details as furnished by
by the NSDL and Central Depository Services (India)
the respective Depositories to the Company will be
Limited (‘CDSL’); and
considered for remittance of dividend as per the
For shares held in physical form: To all the applicable regulations of the Depositories and the
Members after giving effect to valid transmission and Company will not entertain any direct request from
transposition in respect of valid requests lodged with such Members for change/addition/deletion in such
the Company as of the close of business hours on bank details. Accordingly, the Members holding shares
Tuesday, June 23, 2020. in demat form are requested to update their Electronic
ii. Pursuant to the Finance Act, 2020, dividend income Bank Mandate with their respective DPs.
will be taxable in the hands of the Shareholders w.e.f. Further, please note that instructions, if any, already
April 1, 2020 and the Company is required to deduct
given by Members in respect of shares held in physical
TDS from dividend paid to the Members at prescribed
form, will not be automatically applicable to the
rates in the Income Tax Act, 1961 (‘the IT Act’). In
dividend paid on shares held in electronic form.
general, to enable compliance with TDS requirements,
Members are requested to complete and/or update
iv. The Members who are unable to receive the
their Residential Status, PAN, Category as per the
dividend directly in their bank accounts through
IT Act with their Depository Participants (‘DPs’) or
Electronic Clearing Service or any other means, due to
in case shares are held in physical form, with the
non-registration of the Electronic Bank Mandate,
Company by sending documents through e-mail by
Saturday, June 20, 2020. For the detailed process, the Company shall despatch the dividend warrant/
please click here: ‘Communication on Tax Deduction on Bankers’ cheque/demand draft to such Members, upon
Dividend’. normalisation of postal services and other activities.

iii. Updation of mandate for receiving dividends 9. As per Regulation 40 of the Listing Regulations, as
directly in bank account through Electronic Clearing amended, securities of listed companies can be
System or any other means in a timely manner: transferred only in dematerialised form with effect
Shares held in physical form: Members are requested
 from April 1, 2019, except in case of request received
to send a scanned copy of the following details/ for transmission or transposition of securities. In
documents at csg-unit@tsrdarashaw.com latest by view of this and to eliminate all risks associated with
Saturday, June 20, 2020: physical shares and for ease of portfolio management,
a. a signed request letter mentioning their name, Members holding shares in physical form are requested
folio number, complete address and following to consider converting their holdings to dematerialised
details relating to bank account in which the form. Members can contact the Company’s Registrar
dividend is to be received: and Transfer Agent, TSR Darashaw Consultants Private
i) Name and Branch of Bank and Bank Account Limited (‘Registrar’ or ‘TSR’) at csg-unit@tsrdarashaw.com
type; for assistance in this regard. Members may also refer to

322 I Integrated Annual Report 2019-20


Frequently Asked Questions (‘FAQs’) on the Company’s 13. Members who wish to inspect the relevant documents
website at https://www.tatachemicals.com/upload/ referred to in the Notice can send an e-mail to
content_pdf/faqs-on-dematerialisation.pdf. investors@tatachemicals.com by mentioning their DP ID &
Client ID/Physical Folio Number.
10. The format of the Register of Members prescribed by the
MCA under the Act requires the Company/Registrars and 14. To prevent fraudulent transactions, Members are advised
Transfer Agents to record additional details of Members, to exercise due diligence and notify the Company of any
including their PAN details, e-mail address, bank details for change in address or demise of any Member as soon as
payment of dividend, etc. A form for capturing additional possible. Members are also advised not to leave their demat
details is available on the Company’s website under the account(s) dormant for long. Periodic statement of holdings
section ‘Investor Relations’ and is also attached to this should be obtained from the concerned DPs and holdings
Annual Report. Members holding shares in physical form should be verified from time to time.
are requested to submit the filled in form to the Company
at investors@tatachemicals.com or to the Registrar in 15. Process for registering e-mail addresses to receive this
physical mode, after restoring normalcy or in electronic Notice electronically and cast votes electronically:
mode at csg-unit@tsrdarashaw.com, as per instructions
i. Registration of e-mail addresses with TSR: The
mentioned in the form. Members holding shares in
electronic form are requested to submit the details to Company has made special arrangements with TSR
their respective DPs only and not to the Company or TSR. for registration of e-mail addresses of those Members
(holding shares either in electronic or physical form)
Members are also requested to intimate changes, if any, who wish to receive this Notice electronically and cast
pertaining to their name, postal address, e-mail address, votes electronically. Eligible Members whose e-mail
telephone/mobile numbers, PAN, registering of nomination, addresses are not registered with the Company/DPs
power of attorney registration, Bank Mandate details, etc. are required to provide the same to TSR on or before
to Registrar/their DPs. Further, Members may note that SEBI 5.00 p.m. (IST) on Tuesday, June 30, 2020.
has mandated the submission of PAN by every participant in
Process to be followed for registration of e-mail address
securities market.
is as follows:
11. Nomination facility: As per the provisions of Section 72
a) Visit the link:
of the Act, the facility for making nomination is available
https://green.tsrdarashaw.com/green/events/login/c1
for the Members in respect of the shares held by them.
Members who have not yet registered their nomination b) Enter the DP ID & Client ID/Physical Folio Number
are requested to register the same by submitting and PAN details. In the event the PAN details are
Form No. SH-13. If a Member desires to cancel the not available on record for Physical Folio, Member
earlier nomination and record a fresh nomination, he to enter one of the share certificate numbers
may submit the same in Form SH-14. The said forms
can be downloaded from the Company’s website at c) Enter your e-mail address and mobile number
https://www.tatachemicals.com/Investors/Investor- d) The system will then confirm the e-mail address
resources/Other-forms. Members are requested to for receiving this AGM Notice
submit the said form to their DP in case the shares are
held in electronic form and to the Registrar at csg-unit@ The above system also provides a facility to the
tsrdarashaw.com in case the shares are held in physical Members holding shares in physical form to upload a
form, quoting your folio no. self-attested copy of their PAN Card, if the PAN details
are not updated in accordance with the requirements
12. Consolidation of Physical Share Certificates: Members prescribed by SEBI.
holding shares in physical form, in identical order of names,
in more than one folio are requested to send to the Company After successful submission of the e-mail address, NSDL
or Registrar, the details of such folios together with the share will e-mail a copy of this AGM Notice and Annual Report
certificates for consolidating their holdings in one folio. A for FY 2019-20 along with the e-Voting user ID and
consolidated share certificate will be issued to such Members password. In case of any queries, Members may write to
after making requisite changes. csg-unit@tsrdarashaw.com or evoting@nsdl.co.in.

323
ii. Registration of e-mail address permanently with whose name is recorded in the Register of Members
Company/DP: Members are requested to register the or in the Register of Beneficial Owners maintained by
same with their concerned DPs, in respect of electronic the depositories as on the cut-off date only shall be
holding and with TSR, in respect of physical holding, entitled to avail the facility of remote e-Voting before
by writing to them at csg-unit@tsrdarashaw.com. the AGM as well as remote e-Voting during the AGM.
Further, those Members who have already registered Any person who acquires shares of the Company
their e-mail addresses are requested to keep their and becomes a Member of the Company after the
e-mail addresses validated/updated with their DPs/ despatch of the Notice and holding shares as on the
TSR to enable servicing of notices/documents/Annual cut-off date i.e. Tuesday, June 30, 2020, may obtain
Reports and other communications electronically to the User ID and Password by sending a request at
their e-mail address in future. evoting@nsdl.co.in.

iii. Alternatively, Members may also send an e-mail iii. The remote e-Voting period commences on
request to evoting@nsdl.co.in along with the following Friday, July 3, 2020 at 9.00 a.m. (IST) and ends on
documents for procuring user id and password and Monday, July 6, 2020 at 5.00 p.m. (IST). The remote
registration of e-mail addresses for e-Voting for the e-Voting module shall be disabled by NSDL for voting
resolutions set out in this Notice: thereafter. Once the vote on a resolution is cast by the
Member, the Member shall not be allowed to change
• In case shares are held in physical form, please
it subsequently. The voting rights of the Members shall
provide Folio No., Name of shareholder, scanned
be in proportion to their share of the paid-up equity
copy of the share certificate (front and back), self-
share capital of the Company as on the cut-off date i.e.
attested scanned copy of PAN card, self-attested
Tuesday, June 30, 2020.
scanned copy of Aadhaar Card
• In case shares are held in demat form, please iv. Members will be provided with the facility for voting
provide DP ID-Client ID (8 digit DP ID + 8 digit through electronic voting system during the VC
Client ID or 16 digit Beneficiary ID), Name, proceedings at the AGM and Members participating
client master or copy of Consolidated Account at the AGM, who have not already cast their vote by
statement, self-attested scanned copy of PAN remote e-Voting, will be eligible to exercise their right
card, self-attested scanned copy of Aadhaar Card to vote at the end of discussion on the resolutions on
which voting is to be held, upon announcement by
16. Remote e-Voting before/during the AGM: the Chairperson. Members who have cast their vote
on resolution(s) by remote e-Voting prior to the AGM
i. Pursuant to the provisions of Section 108 of the Act
will also be eligible to participate at the AGM through
read with Rule 20 of the Companies (Management and
VC/OAVM but shall not be entitled to cast their vote on
Administration) Rules, 2014 (as amended) and Regulation
such resolution(s) again.
44 of Listing Regulations (as amended) and the
MCA Circulars, the Company is providing facility of
v. The remote e-Voting module on the day of the AGM
remote e-Voting to its Members in respect of the
shall be disabled by NSDL for voting 15 minutes after
business to be transacted at the AGM. For this purpose,
the conclusion of the Meeting.
the Company has entered into an agreement with NSDL
for facilitating voting through electronic means, as the 17. The Scrutiniser will submit his report to the Chairperson or
authorised agency. The facility of casting votes by a to any other person authorised by the Chairperson after the
Member using remote e-Voting system as well as remote completion of the scrutiny of the e-Voting (votes cast during the
e-Voting during the AGM will be provided by NSDL. AGM and votes cast through remote e-Voting), not later than
ii. Members of the Company holding shares either 48 hours from the conclusion of the AGM. The result declared
in physical form or in electronic form as on the along with the Scrutiniser’s report shall be communicated
cut-off date of Tuesday, June 30, 2020 may cast to the Stock Exchanges on which the Company’s shares are
their vote by remote e-Voting. A person who is listed, NSDL, TSR and will also be displayed on the Company’s
not a Member as on the cut-off date should treat website at www.tatachemicals.com.
this Notice for information purpose only. A person

324 I Integrated Annual Report 2019-20


18. Instructions for attending the AGM through VC/OAVM and remote e-Voting (before and during the AGM) are given below:
A. INSTRUCTIONS FOR MEMBERS FOR ATTENDING THE AGM THROUGH VC/OAVM
i. The Members will be provided with a facility to attend the AGM through VC/OAVM through the NSDL e-Voting system and
they may access the same at https://www.evoting.nsdl.com under the Shareholders/Members login by using the remote
e-Voting credentials, where the EVEN of the Company i.e 112963 will be displayed. On clicking this link, the Members will be
able to attend and participate in the proceedings of the AGM. Please note that the Members who do not have the User ID
and Password for e-Voting or have forgotten the User ID/Password may retrieve the same by following the remote e-Voting
instructions mentioned below to avoid last minute rush. Further, Members may also use the OTP-based login for logging into
the e-Voting system of NSDL.
ii. Members may join the Meeting through Laptops, Smartphones, Tablets and iPads for better experience. Further, Members
will be required to use Internet with a good speed to avoid any disturbance during the Meeting. Members will need the
latest version of Chrome, Safari, Internet Explorer 11, MS Edge or Firefox. Please note that participants connecting from Mobile
Devices or Tablets or through Laptops connecting via mobile hotspot may experience Audio/Video loss due to fluctuation in
their respective network. It is therefore recommended to use stable Wi-Fi or LAN connection to mitigate any glitches.
iii. Members are encouraged to submit their questions in advance with regard to the financial statements or any other matter
to be placed at the 81st AGM, from their registered e-mail address, mentioning their name, DP ID and Client ID number/folio
number and mobile number, to reach the Company’s e-mail address at investors@tatachemicals.com before 3.00 p.m. (IST) on
Saturday, July 4, 2020. Such questions by the Members shall be suitably replied by the Company.
iv. Members who would like to express their views/ask questions as a speaker at the Meeting may pre-register themselves by sending
a request from their registered e-mail address mentioning their names, DP ID and Client ID/folio number, PAN and mobile number
at investors@tatachemicals.com between Thursday, July 2, 2020 (9.00 a.m. IST) and Saturday, July 4, 2020 (5.00 p.m. IST). Only
those Members who have pre-registered themselves as a speaker will be allowed to express their views/ask questions
during the AGM. The Company reserves the right to restrict the number of speakers depending on the availability of time for the
AGM.
v. Members who need technical assistance before or during the AGM to access and participate in the Meeting may contact NSDL
on evoting@nsdl.co.in/1800-222-990 or contact Mr. Amit Vishal, Senior Manager, NSDL at amitv@nsdl.co.in/+91 22 2499 4360/
+91 9920264780.

B. 
INSTRUCTIONS FOR REMOTE E-VOTING BEFORE/DURING THE AGM
• The instructions for remote e-Voting before the AGM are as under:
The way to vote electronically on NSDL e-Voting system consists of ‘Two Steps’ which are mentioned below:
Step 1: Log-in to NSDL e-Voting system at https://www.evoting.nsdl.com/
How to Log-in to NSDL e-Voting website?
A. Visit the e-Voting website of NSDL. Open web browser by typing the following: https://www.evoting.nsdl.com/ either on
a Personal Computer or on a mobile.
B. Once the home page of e-Voting system is launched, click on the icon ‘Login’ which is available under ‘Shareholders/
Members’ section.
C. A new screen will open. You will have to enter your User ID, your Password/OTP and a Verification Code as shown on
the screen.
Alternatively, if you are registered for NSDL e-services i.e. IDeAS, you can login at https://eservices.nsdl.com/ with your
existing IDeAS login. Once you login to NSDL e-services after using your login credentials, click on e-Voting and you can
proceed to Step 2 i.e. Cast your vote electronically.

325
D. Your User ID details are given below:

Manner of holding shares i.e. Demat (NSDL or CDSL) Your User ID is:
or Physical
i) For Members who hold shares in demat account with 8 Character DP ID followed by 8 Digit Client ID
NSDL. For example, if your DP ID is IN300*** and Client ID is 12******, then
your user ID is IN300***12******
ii) For Members who hold shares in demat account with 16 Digit Beneficiary ID
CDSL. For example, if your Beneficiary ID is 12**************, then your user ID
is 12**************
iii) For Members holding shares in Physical Form. EVEN Number followed by Folio Number registered with the Company.
For example, if Folio Number is 001*** and EVEN is 112963, then user
ID is 112963001***

E. Your password details are given below:


i) If you are already registered for e-Voting, then you can use your existing password to login and cast your vote.
ii) If you are using NSDL e-Voting system for the first time, you will need to retrieve the ‘initial password’ which was
communicated to you. Once you retrieve your ‘initial password’, you need to enter the ‘initial password’ and the system
will force you to change your password.
iii) How to retrieve your ‘initial password’?
If your e-mail ID is registered in your demat account or with the Company, your ‘initial password’ is communicated to you
on your e-mail ID. Trace the e-mail sent to you from NSDL from your mailbox. Open the e-mail and open the attachment
i.e. a .pdf file. Open the .pdf file. The password to open the .pdf file is your 8 digit Client ID for NSDL account, last 8 digits
of Client ID for CDSL account or folio number for shares held in physical form. The .pdf file contains your ‘User ID’ and your
‘initial password’.
F. If you are unable to retrieve or have not received the ‘initial password’ or have forgotten your password:
i) Click on ‘Forgot User Details/Password?’ (If you are holding shares in your demat account with NSDL or CDSL) option available
on www.evoting.nsdl.com.
ii) ‘Physical User Reset Password?’ (If you are holding shares in physical mode) option available on www.evoting.nsdl.com.
iii) If you are still unable to get the password by aforesaid two options, you can send a request at evoting@nsdl.co.in
mentioning your demat account number/folio number, your PAN, your name and your registered address.
G. After entering your password, tick on Agree to ‘Terms and Conditions’ by selecting on the check box.
H. Now, you will have to click on ‘Login’ button.
I. After you click on the ‘Login’ button, Home page of e-Voting will open.

Step 2: Cast your vote electronically on NSDL e-Voting system.


How to cast your vote electronically on NSDL e-Voting system?
A. After successful login at Step 1, you will be able to see the Home page of e-Voting. Click on e-Voting. Then, click on Active
Voting Cycles.
B. After clicking on Active Voting Cycles, you will be able to see the EVEN of all the companies in which you are holding
shares and whose voting cycle is in active status.
C. Select ‘EVEN’ of the Company which is 112963 to cast your vote.
D. Now you are ready for e-Voting as the Voting page opens.

326 I Integrated Annual Report 2019-20


E. Cast your vote by selecting appropriate options i.e. assent or dissent, verify/modify the number of shares for which you
wish to cast your vote and click on ‘Submit’ and also ‘Confirm’ when prompted.
F. Upon confirmation, the message ‘Vote cast successfully’ will be displayed.
G. You can also take the printout of the votes cast by you by clicking on the print option on the confirmation page.
H. Once you confirm your vote on the resolution, you will not be allowed to modify your vote.
• The instructions for e-Voting during the AGM are as under:
i. The procedure for remote e-Voting during the AGM is same as the instructions mentioned above for remote e-Voting since the
Meeting is being held through VC/OAVM.
ii. Only those Members/Shareholders, who will be present in the AGM through VC/OAVM facility and have not cast their vote on
the Resolutions through remote e-Voting and are otherwise not barred from doing so, shall be eligible to vote through e-Voting
system in the AGM.

General Guidelines for Members:


i. It is strongly recommended not to share your password with any other person and take utmost care to keep your password
confidential. Login to the e-Voting website will be disabled upon five unsuccessful attempts to key in the correct password.
In such an event, you will need to go through the ‘Forgot User Details/Password?’ or ‘Physical User Reset Password?’ option
available on www.evoting.nsdl.com to reset the password.
ii. In case of any queries/grievances pertaining to remote e-Voting (before the AGM and during the AGM), you may refer to the
Frequently Asked Questions (FAQs) for shareholders and e-Voting user manual for shareholders available in the download
section of www.evoting.nsdl.com or call on the toll-free number: 1800-222‑990 or send a request at evoting@nsdl.co.in or
contact Mr. Amit Vishal or Ms. Pallavi Mhatre or Mr. Pratik Bhatt from NSDL at the designated e-mail IDs: evoting@nsdl.co.in or
amitv@nsdl.co.in or pallavid@nsdl.co.in or pratikb@nsdl.co.in or at telephone nos.: +91 22 2499 4360/4545/4738.

By Order of the Board of Directors

Rajiv Chandan
General Counsel & Company Secretary
Mumbai, May 15, 2020 FCS 4312

Registered Office:
Tata Chemicals Limited
Bombay House
24, Homi Mody Street,
Fort, Mumbai - 400 001
CIN: L24239MH1939PLC002893
Tel. No: + 91 22 6665 8282
Email: investors@tatachemicals.com
Website: www.tatachemicals.com

327
EXPLANATORY STATEMENT PURSUANT TO Members who wish to inspect the same can send a request to the
SECTION 102 OF THE COMPANIES ACT, 2013 e-mail address mentioned in the notes to the Notice.
Pursuant to Section 102 of the Companies Act, 2013 (‘the Act’), Dr. C. V. Natraj, aged 66 years, holds a Ph.D. degree in Chemistry from
the following Explanatory Statement sets out all material facts the Indian Institute of Science, Bangalore. He also has post-doctoral
relating to the business mentioned under Item Nos. 5 to 7 of the research experience in Biochemistry from the University of Michigan,
accompanying Notice dated May 15, 2020: Ann Arbor. He has more than 30 years of experience in research. He
headed the Research function as Director on the Board of Hindustan
Item No. 5 Lever Limited and later went on to lead the Corporate Research
At the Board Meeting of the Company held on August 8, 2019, the function for Unilever as Senior Vice President. He is also the Technical
Board had, based on the recommendations of the Nomination Advisor to the Indian Institute of Science.
and Remuneration Committee (‘NRC’), appointed Dr. C. V. Natraj
A brief profile of Dr. Natraj, including details of current directorships
(DIN: 07132764) as an Additional Director of the Company with effect
and remuneration paid/payable forms part of this Notice. In
from August 8, 2019. In terms of Section 161(1) of the Act, Dr. Natraj
compliance with the provisions of Section 149 read with Schedule
holds office upto the date of this Annual General Meeting (‘AGM’) and
IV of the Act, Regulation 17 of the Listing Regulations and other
is eligible for appointment as a Director. The Company has received
applicable regulations, the appointment of Dr. Natraj as an
a Notice from a Member in writing under Section 160(1) of the Act
Independent Director for five consecutive years commencing from
proposing his candidature for the office of Director.
August 8, 2019 is now placed for the approval of the Members by an
Based on the recommendations of the NRC and subject to the Ordinary Resolution.
approval of the Members, Dr. Natraj was also appointed as an
Dr. Natraj would be entitled to sitting fees for attending the
Independent Director of the Company, not liable to retire by
Meetings of the Board of Directors and Committees thereof where
rotation, for a period of 5 years commencing from August 8, 2019 to
he is a Member. In addition, he would be entitled to commission
August 7, 2024, in accordance with the provisions of Section 149
as determined each year by the Board of Directors within the limits
read with Schedule IV of the Act.
approved by the Members of the Company for the Non-Executive
Dr. Natraj has consented to act as Director of the Company and Directors of the Company.
has given his declaration to the Board that he meets the criteria
The Board commends the Ordinary Resolution set out in Item No. 5
for independence as provided under Section 149(6) of the Act and
of the accompanying Notice for approval of the Members. this
Regulation 16(1)(b) of the Securities and Exchange Board of India
item being special business, is unavoidable in nature. Except
(Listing Obligations and Disclosure Requirements) Regulations,
Dr. Natraj, none of the Directors or Key Managerial Personnel (KMP)
2015 (‘Listing Regulations’). In terms of Regulation 25(8) of the
of the Company and their respective relatives are concerned or
Listing Regulations, Dr. Natraj has confirmed that he is not aware
interested, financially or otherwise, in the resolution set out at Item
of any circumstance or situation which exists or may be reasonably
No. 5 of the accompanying Notice. Dr. Natraj is not related to any
anticipated that could impair or impact his ability to discharge
other Director or KMP of the Company.
his duties. He has also confirmed that he is not debarred from
holding the office of a Director by virtue of any SEBI Orders or any Item No. 6
such Authority pursuant to circular dated June 20, 2018, issued
The Board had, based on the recommendations of the Nomination
by BSE Limited and the National Stock Exchange of India Limited
and Remuneration Committee (‘NRC’), appointed Mr. K. B. S. Anand
pertaining to enforcement of SEBI Orders regarding appointment of
(DIN: 03518282) as an Additional Director of the Company with
Directors by listed companies. Further, Dr. Natraj is not disqualified
effect from October 15, 2019. In terms of Section 161(1) of the Act,
from being appointed as a Director in terms of Section 164 of
Mr. Anand holds office upto the date of this AGM and is eligible for
the Act. Dr. Natraj has confirmed that he is in compliance with
appointment as a Director. The Company has received a Notice from
Rules 6(1) and 6(2) of the Companies (Appointment and Qualification
a Member in writing under Section 160(1) of the Act proposing his
of Directors) Rules, 2014, with respect to his registration with the data
candidature for the office of Director.
bank of Independent Directors maintained by the Indian Institute of
Corporate Affairs. Based on the recommendations of the NRC and subject to the
approval of the Members, Mr. Anand was also appointed as an
In the opinion of the Board, Dr. Natraj fulfills the conditions
Independent Director of the Company, not liable to retire by rotation,
specified under the Act read with Rules thereunder and the Listing
for a period of 5 years commencing from October 15, 2019 to
Regulations for his appointment as Independent Non-Executive
October 14, 2024, in accordance with the provisions of Section 149
Director of the Company and is independent of the management.
read with Schedule IV of the Act.
Having regard to the qualifications, experience and knowledge, the
Board considers that his association would be of immense benefit to Mr. Anand has consented to act as Director of the Company and
the Company and it is desirable to avail the services of Dr. Natraj as has given his declaration to the Board that he meets the criteria
an Independent Director. A copy of the draft letter for appointment for independence as provided under Section 149(6) of the Act and
of the Independent Director setting out the terms and conditions Regulation 16(1)(b) of the Listing Regulations. In terms of Regulation
of his appointment will be available for inspection by the Members. 25(8) of the Listing Regulations, Mr. Anand has confirmed that he

328 I Integrated Annual Report 2019-20


is not aware of any circumstance or situation which exists or may The Board commends the Ordinary Resolution set out in Item
be reasonably anticipated that could impair or impact his ability to No. 6 of the accompanying Notice for approval of the Members.
discharge his duties. He has also confirmed that he is not debarred this item being special business, is unavoidable in nature. Except
from holding the office of a Director by virtue of any SEBI Orders or Mr. Anand, none of the Directors or Key Managerial Personnel (KMP)
any such Authority pursuant to circular dated June 20, 2018, issued of the Company and their respective relatives are concerned or
by BSE Limited and the National Stock Exchange of India Limited interested, financially or otherwise, in the resolution set out at Item
pertaining to enforcement of SEBI Orders regarding appointment of No. 6 of the accompanying Notice. Mr. Anand is not related to any
Directors by listed companies. Further, Mr. Anand is not disqualified other Director or KMP of the Company.
from being appointed as a Director in terms of Section 164 of the
Act. Mr. Anand has confirmed that he is in compliance with Rules Item No. 7
6(1) and 6(2) of the Companies (Appointment and Qualification of The Company is directed under the provisions of Section 148 of the
Directors) Rules, 2014, with respect to his registration with the data Act read with the Companies (Cost Records and Audit) Rules, 2014,
bank of Independent Directors maintained by the Indian Institute of as amended from time to time, to have the audit of its cost records
Corporate Affairs. conducted by a Cost Accountant. Further, in accordance with the
provisions of Section 148 of the Act read with the Companies (Audit
In the opinion of the Board, Mr. Anand fulfills the conditions
and Auditors) Rules, 2014, the remuneration payable to the Cost
specified under the Act read with Rules thereunder and the Listing
Auditors has to be ratified by the Members of the Company.
Regulations for his appointment as Independent Non-Executive
Director of the Company and is independent of the management. The Board of Directors, on the recommendation of the Audit
Having regard to the qualifications, experience and knowledge, the Committee, has approved the appointment of D. C. Dave & Co.,
Board considers that his association would be of immense benefit to Cost Accountants, as the Cost Auditors to conduct the audit of
the Company and it is desirable to avail the services of Mr. Anand as the cost records of the Company for the Financial Year ending
an Independent Director. A copy of the draft letter for appointment March 31, 2021 at a remuneration of ` 7,50,000 plus applicable taxes,
of the Independent Director setting out the terms and conditions travel and out-of-pocket expenses.
of his appointment will be available for inspection by the Members.
Accordingly, consent of the Members is sought by way of an
Members who wish to inspect the same can send a request to the
Ordinary Resolution as set out at Item No. 7 of the accompanying
e-mail address mentioned in the notes to the Notice.
Notice for ratification of the remuneration amounting to ` 7,50,000
Mr. Anand, aged 64 years, is a Mechanical Engineer from the plus applicable taxes, travel and out-of-pocket expenses payable to
Indian Institute of Technology, Bombay having passed out in the the Cost Auditors for the Financial Year ending March 31, 2021.
year 1977 and then completed his Post Graduate Diploma in In view of complying with the requirement of Section 148 of the
Business Management from the Indian Institute of Management, Act and the rules thereunder, the appointment of Cost Auditor for
Kolkata in the year 1979 having specialisation in Marketing. FY 2020-21, being a special business is unavoidable in nature. The
Mr. Anand joined Asian Paints Limited in the year 1979 and worked Board accordingly commends the Ordinary Resolution set out
in the Sales and Marketing function of the Architectural Coating at Item No. 7 of the accompanying Notice for the approval of the
and Chemical business, Industrial products manufacturing. He Members.
was made the head of the Decoratives Business in 2009 and
Managing Director & CEO of Asian Paints Limited effective None of the Directors or KMP of the Company and their respective
April 1, 2012. He superannuated as the Managing Director & CEO of relatives are concerned or interested, financially or otherwise, in the
Asian Paints Limited on March 31, 2020. He also serves on the Boards resolution at Item No. 7 of the accompanying Notice.
of Marico Limited and Borosil Glass Works Limited.
By Order of the Board of Directors
A brief profile of Mr. Anand, including details of current directorships
and remuneration paid/payable forms part of this Notice. In Rajiv Chandan
compliance with the provisions of Section 149 read with Schedule General Counsel & Company Secretary
IV of the Act, Regulation 17 of the Listing Regulations and other Mumbai, May 15, 2020 FCS 4312
applicable regulations, the appointment of Mr. Anand as an
Independent Director for five consecutive years commencing from Registered Office:
October 15, 2019 is now placed for the approval of the Members by Tata Chemicals Limited
an Ordinary Resolution. Bombay House
Mr. Anand would be entitled to sitting fees for attending the 24, Homi Mody Street,
Meetings of the Board of Directors and Committees thereof where Fort, Mumbai - 400 001
he is a Member. In addition, he would be entitled to commission CIN: L24239MH1939PLC002893
as determined each year by the Board of Directors within the limits Tel. No: + 91 22 6665 8282
approved by the Members of the Company for the Non-Executive Email: investors@tatachemicals.com
Directors of the Company. Website: www.tatachemicals.com

329
DETAILS OF DIRECTORS SEEKING APPOINTMENT/RE-APPOINTMENT AT THE AGM PURSUANT TO
REGULATIONS 26(4) AND 36(3) OF LISTING REGULATIONS AND SECRETARIAL STANDARD – 2 ON
GENERAL MEETINGS:
Name of the Mr. R. Mukundan Dr. C. V. Natraj Mr. K. B. S. Anand
Director (Managing Director & CEO) (Non-Executive Independent (Non-Executive Independent
Director) Director)
DIN 00778253 07132764 03518282
Date of Birth September 19, 1966 July 31, 1953 August 30, 1955
Age 53 years 66 years 64 years
Date of first November 26, 2008 August 8, 2019 October 15, 2019
appointment
Qualifications BE (Electrical Engineering) from Ph.D. degree in Chemistry from Mechanical Engineer from the Indian
IIT, Roorkee; MBA from FMS, the Indian Institute of Science, Institute of Technology, Bombay;
Delhi University; Advanced Bangalore; Post-doctoral research Post Graduate Diploma in Business
Management Programme at experience in Biochemistry from Management from the Indian
Harvard Business School. the University of Michigan, Ann Institute of Management, Kolkata.
Arbor.
Expertise in specific Mr. R. Mukundan has wide Dr. Natraj has more than 30 years Mr. Anand joined Asian Paints
functional areas experience in the field of strategy, of experience in research. He Limited in the year 1979 and has
business development, corporate headed the Research function as worked in the Sales and Marketing
quality, planning, manufacturing Director on the Board of Hindustan function of the Architectural
and general management. Lever Limited and later went on Coating and Chemical business,
to lead the Corporate Research Industrial products manufacturing.
function for Unilever as Senior Vice He was made the head of the
President. He is also the Technical Decoratives Business in 2009 and
Advisor to the Indian Institute of Managing Director & CEO of Asian
Science. Paints Limited effective April 1, 2012.
He superannuated as the Managing
Director & CEO of Asian Paints
Limited on March 31, 2020.
Terms and N.A. Appointed for a period of 5 years Appointed for a period of 5 years
conditions of from August 8, 2019 to from October 15, 2019 to
appointment or August 7, 2024 October 14, 2024
re-appointment
Details of ` 6,69,75,964 Sitting Fees: ` 4,10,000 Sitting Fees: ` 1,70,000
remuneration last Commission: ` 30,00,000 Commission: ` 10,00,000
drawn#
(FY 2019-20)
Directorships 1. Rallis India Limited* 1. Rallis India Limited* 1. Borosil Glass Works Limited
in other Public 2. Tata International Limited* 2. Marico Limited
Limited Companies (appointed w.e.f. April 1, 2020)*
(excluding foreign
companies,
private companies
and Section 8
companies)

330 I Integrated Annual Report 2019-20


Name of the Mr. R. Mukundan Dr. C. V. Natraj Mr. K. B. S. Anand
Director (Managing Director & CEO) (Non-Executive Independent (Non-Executive Independent
Director) Director)
Membership/ 1. Rallis India Limited Rallis India Limited Marico Limited
Chairpersonship - Audit Committee (Member) - Audit Committee (Member) - Nomination and
of Committees in - Stakeholders Relationship - Nomination and Remuneration Committee
other public limited Committee (Member) Remuneration Committee (Member)
companies - Nomination and (Chairperson)
Remuneration Committee - Risk Management
(Member) Committee (Chairperson)
- CSR Committee - Safety, Health, Environment
(Chairperson) and Sustainability
- Safety, Health, Environment Committee (Chairperson)
and Sustainability
Committee (Member)
2. Tata International Limited
- Corporate Social
Responsibility Committee
(Member)
- Nomination and
Remuneration Committee
(Member)
- Committee of Directors
(Member)
No. of Board 9 6 5
Meetings attended
during the year
Relationship with None None None
other Directors and
KMPs
No. of shares held:
(a) Own 500 209 -
(b) For other - - -
persons on a
beneficial basis
* Listed Entities (including entities whose debt is listed on a Stock Exchange)
#
Commission is for FY 2019-20, which will be paid during FY 2020-21

331
To
To
TSR Darashaw Consultants Private Limited
TSR
Unit:Darashaw Consultant
Tata Chemicals Private Limited (erstwhile TSR Darashaw Limited)
Limited
Unit: Tata Chemicals Limited
6-10 Haji Moosa Patrawala Industrial Estate
6-10
20 Dr.Haji MoosaRoad,
E. Moses Patrawala Industrial
Mahalaxmi, Estate400 011
Mumbai
20 Dr. E. Moses Road, Mahalaxmi,
E-mail: csg-unit@tsrdarashaw.com Mumbai 400 011

Updation of Shareholder Information

I/We request you to record the following information against my/our Folio No.:
General Information:
Folio No.:

Name of the first named Shareholder:

PAN:*

CIN/Registration No.:*
(applicable to Corporate Shareholders)

Tel. No. with STD Code:

Mobile No.:

Email Id:

* Self attested copy of the document(s) enclosed

Bank Details:
IFSC:
(11 digit)

MICR:
(9 digit)

Bank A/c Type:

Bank A/c No.:@

Name of the Bank:

Bank Branch Address:

@ A blank cancelled cheque is enclosed to enable verification of bank details

I/We hereby declare that the particulars given above are correct and complete. If the transaction is delayed because of incomplete or
incorrect information, I/We would not hold the Company/RTA responsible. I/We undertake to inform any subsequent changes in the
above particulars as and when the changes take place. I/We understand that the above details shall be maintained till I/We hold the
securities under the above mentioned Folio No./Beneficiary account.

Place: ____________________________________
____________________________________________
Signature of sole/first holder
Date: ____________________________________

Note: Members holding shares in demat form are requested to submit the Updation Form to their respective Depository Participant.
FINANCIAL STATISTICS - Standalone
CAPITAL ACCOUNTS REVENUE ACCOUNTS
Earnings per Ordinary Dividend per Net worth per
Share Capital Net Gross revenue Profit before Distributable profit
Year Reserves Borrowings@ Expenses Depreciation Taxes share (Basic) Ordinary share Ordinary Share
Capital Employed Block# *** taxes for the year
` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` ` `
1944-45 152 8 69 229 179 16 29 — (13) — — — — 8.11
1949-50 152 10 126 288 223 116 107 9 — — — 0.07 — 7.83
1954-55 192 24 86 302 210 223 191 18 14 — 14 1.03 — 10.80
1959-60 312 64 325 701 501 351 303 21 27 1 12 0.90 0.60 11.68
1964-65 362 220 281 863 643 876 649 72 155 63 80 2.91 1.60 15.52
1974-75 994 906 1189 3089 2390 3464 2652 201 611 250 309 3.82 1.60 18.06
1979-80 994 2036 2848 5878 4432 5860 4421 513 926 364 434 5.97 2.00 31.80
1984-85 1594 6705 11987 20286 9715 13570 10429 968 2173 450 1204 12.34 2.50 53.70
1989-90 4917 25926 34129 64972 21293 30902 23172 2056 5674 1600 3612 8.29 3.00 62.73
1990-91 7375 26070 58398 91843 33942 35202 27354 2403 5445 1000 3945 6.03 2.50 45.35
1991-92 7375 29831 62262 99468 51179 41204 29580 2650 8974 3000 3974 8.10 3.00 50.45
1992-93 9262 41931 95966 147159 98308 48743 34754 2623 11366 3871 6495 8.91 3.50 54.84
1993-94 11268 71225 125245 207738 171930 64698 40424 2266 22008 500 16508 20.21 6.00 73.03
1994-95 11288 92630 152664 256582 183030 92443 59171 4601 28671 6 23165 25.38 6.50 92.00
1995-96 18069 113349 154892 286310 187603 155565 103420 10489 41656 2200 22231 21.83 6.50 72.72
1996-97 18070 125449 161606 305125 193962 162813 122372 11409 29032 3800 20487 13.96 6.50 79.42
1997-98 18070 141396 152755 312221 201843 166151 121432 11513 33205 4350 28863 15.97 6.50 88.28
1998-99 18070 149537 157023 324630 203479 150030 117432 11615 20983 2816 18167 10.06 5.00 92.79
1999-00 18070 151240 137023 306313 202244 165882 139190 12347 14345 2616 11729 6.50 5.00 93.73
2000-01 18070 176474 114627 309171 188436 173411 141518 13284 18609 2114 16495 9.13 5.00 105.36
2001-02 18070 137066 106071 307638 181467 151605 118278 13321 20006 7324 12682 7.02 5.00 84.35
2002-03 18070 145516 81626 289288 168441 170483 130588 13693 26202 6544 19658 10.88 5.50 89.81
2003-04 21516(a) 182018 76554 324291 174145 272984 225961 14415 32608 10555 22053 10.25 5.50 94.48
2004-05 21516 178268 132422 367544 156239 322515 263451 13770 45294 11239 34055 15.83 6.50 92.80
2005-06 21516 195254 145449 394514 155097 373461 308481 13893 51087 15784 35303 16.41 7.00 100.45
2006-07 21516 217768 104177 372583 151474 426923 348504 15035 63384 18963 44421 20.65 8.00 111.07
2007-08 23406 333762 234384 619375 151258 484819 354233 14876 115710 20792 94918 42.82 9.00 152.64
2008-09 23523 362407 367610 763842 184375 872402 790072 16303 66027 20822 45205 19.25 9.00 164.11
2009-10 24332 403964 294651 741969 183009 576975 499443 18719 58813 15335 43478 18.38 9.00 176.07
2010-11 25482 448586 297594 771822 192763 656776 580460 20446 55870 15021 40849 16.32 10.00 186.09
2011-12 25482 468069 336709 839127 208104 846375 747472 22468 76435 17775 58660 23.03 10.00 193.73
2012-13 25482 505250 371640 914847 205984 897412 793447 21429 82536 18205 64331 25.25 10.00 208.33
2013-14 25482 544641 303469 895153 203713 911890 839120 15882 56888 13281 43607 17.12 10.00 223.79
2014-15 25482 578845 271588 895038 197529 1053087 948407 19271 85409 21612 63797 25.04 12.50 237.22
2015-16^ 25482 783143 352372 848385** 205270 1093794 985888 19879 88027 21407 66620 26.15 10.00 317.41
2016-17^ 25482 860063 241132 819678** 213340 863080 747132 16988 98960 29689 69271 27.19 11.00 347.60
2017-18^ 25482 1106932 140721 965720** 169824 908530 639087 13913 255530 78834 176696 69.36 22.00 444.51
2018-19^ 25482 1154139 70792 936950** 222718 516235 381060 14323 120852 29878 90974 35.71 12.50 463.04
2019-20^ 25482 1172250 1476 828403** 277121 935752 224562 14950 696240 12218 684022 268.50 11.00 470.15
(a) Includes the balance lying in share capital suspense account amounting to ` 3446 lakh.
@ From year ended March 31, 2011 onwards borrowing include non-current (long-term) borrowing + non-current leases + current (short-term) borrowing + current maturity of non-current
(long-term) borrowing and leases
# From year ended March 31, 2011 onwards net block includes capital work-in-progress + capital advances
^ From year ended March 31, 2016 onwards, the Company has followed Ind AS
** Capital Employed: total assets minus current liabilities plus current (short-term) borrowing plus current maturities of non-current (long-term) borrowing and lease obligations minus
investment in subsidiary companies (other than Rallis India Limited)

333
*** including other income and exceptional gains
FINANCIAL STATISTICS - Standalone
Equity Shares Issued on Rights Issue Bonus Issue
Conversion of Bonds/Debentures
` in lakh Premium ` in lakh ` in lakh
1982-83 116 ` 8/- per share 1954-55 1 for 2 at par 48 1966-67 1 for 10 30
1983-84 300 ` 10/- per share 1957-58 4 for 5 at par 112 1968-69 3 for 10 100
1984-85/1985-89 600 ` 30/- per share 1961-62 1 for 5 at Prem Re. 0.5 per share 50 1970-71 1 for 5 87
1987-88 725 ` 40/- per share 1972-73 1 for 5 at Prem Re. 0.5 per share 104 1974-75 1 for 2 311
1987-88 725 ` 60/- per share 1985-86 2 for 5 777
1992-93 1960 ` 40/- per share 1990-91 1 for 2 2458
1993-94 1960 ` 40/- per share 1995-96 3 for 5 6777
2007-08 1889 ` 220.78/- per share
2008-09 117 ` 220.78/- per share
2009-10 809 ` 220.78/- per share
9201 314 10540

334 I Integrated Annual Report 2019-20


FINANCIAL STATISTICS - Consolidated
CAPITAL ACCOUNTS REVENUE ACCOUNTS
Earnings per Net Worth
Gross Profit Share of
Share Minority Capital Goodwill on Minority Profit for Ordinary per Ordinary
Year Reserves Borrowings * Net block# Revenue Expenses Depreciation before Taxes Profit/(Loss)
Capital Interest Employed Consolidation Interest the Year Share (Basic) Share
*** Taxes in Associate
` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` in lakh ` `
2005-06 21516 200419 - 182769 430024 277941 70749 425315 346846 18404 60065 17231 - - 42834 19.91 103.11
2006-07 21516 235666 - 186420 469081 305605 76324 606283 504082 27388 74813 24009 - - 50804 23.62 119.52
2007-08 23406 348439 4234 480669 885172 337121 464924 677783 528813 31383 117587 21147 - - 96440 43.51 158.96
2008-09 23523 453455 15219 628381 1122734 376696 562128 1300712 1166716 42264 91732 15751 11171 - 64810 27.59 202.81
2009-10 24332 447310 35006 499372 1007837 383096 532470 983144 845176 44678 93290 20932 13114 1347 60591 25.61 193.89
2010-11 25482 519687 40645 569972 1161268 449047 563242 1136412 979211 45105 112096 27492 19257 - 65347 26.10 214.00
2011-12 25482 608145 44809 706073 1381258 495141 635874 1425027 1232095 50868 138343 34392 19946 (246) 83759 32.88 248.72
2012-13 25482 615874 53614 838400 1532813 468350 662702 1545211 1400520 53388 91303 30252 20703 (308) 40040 15.72 251.75
2013-14 25482 531069 65522 839306 1480479 476215 672261 1636983 1641748 47124 (51889) 28878 22100 (333) (103200) (40.51) 218.46
2014-15 25482 529689 67349 837884 1481024 460432 695699 1768873 1606708 46314 115851 35112 20553 (540) 59646 23.41 217.92
2015-16@ 25482 659950 259846 909042 2164099** 1202595 176193 1764956 1579960 57137 127859 28732 23558 1489 77058 30.25 269.05
2016-17@ 25482 765342 262389 744256 2109338** 1183144 169841 1546394 1327495 55244 163655 41807 24099 1562 99311 38.98 310.42
2017-18@ 25482 1084689 271716 641825 2320108** 1157090 173185 1593580 1218260 53059 322261 56935 26941 4923 243308 95.51 435.78
2018-19@ 25482 1208645 291467 614343 2431680** 1262173 181103 1240285 1020023 57139 163123 34359 23094 9921 115591 45.38 484.43
2019-20@ 25482 1264284 76377 770237 2470486** 1436751 195423 1679595 874949 66647 737999 17933 22182 2749 700633 275.02 506.27
* From year ended March 31, 2011 onwards borrowing include non-current (long-term) borrowing + non-current leases+ current (short-term) borrowing + current maturity of non-current
(long-term) borrowing and leases
# From year ended March 31, 2011 onwards net block includes capital work-in-progress + intangibles assets held under development + capital advances
@ From year ended March 31, 2016 onwards, the Company has followed IND AS
** Capital Employed: Total Assets minus current liabilities plus current (short-term) borrowing plus current Maturities of non-current (long-term) borrowing and lease obligations
*** including other income and exceptional gains
Abbreviations

Active Ingredients (AIs) 
Electric Vehicle (EV)

Anti Dumping Duty (ADD) 
Electrostatic Precipitator (ESP)

Annual General Meeting (AGM) Environmental Social Impact Assessment (ESIA)

American Natural Soda Ash Corporation (ANSAC) 
Environmental Impact Assessment (EIA)

Bachelor of Arts (BA) 
Extended Producer Responsibility (EPR)

Bachelor of Medicine and Bachelor of Surgery (MBBS) 
Food Fortification Resource Centre (FFRC)

Basic Chemistry Products (BCP) 
Faculty of Management Studies (FMS)
Behavioural Safety Observation (BSO) 
Food and Beverage (F&B)

Bombay Chamber of Commerce and Industry (BCCI) 
Food Safety and Standards Authority of India (FSSAI)

Brihanmumbai Municipal Corporation (BMC) 
Fructo-Oligosaccharide (FOS)

Build Resilient Approach in Response to COVID-19 Epidemic (BRACE) 
Galacto-Oligosaccharide (GOS)

Business to Business (B2B) 
Genetically Modified organisms (GMOs)

Business to Consumer (B2C) Glycaemic Index (GI)

Carbon Capture and Utilisation (CCU) 
Gigawatt hours (GWh)

Carbon dioxide (CO2) 
Global Positioning System (GPS)

Carbon Disclosure Project (CDP)

Global Reporting Initiative (GRI)

Caustic Chlorine Group (CCG)

Genetically Modified (GM)

Community Development (CD)

Greenhouse Gas (GHG)

Combustion Engineering High Pressure (CEHP)

Hazard and Operability Study (HAZOP)
Continuous Emission Monitoring System (CEMS)

High Compression Thickener (HCT)

Centre for Sustainable Conservation Action for Protection of

Heavy Fuel Oil (HFO)
Ecosystems of the Seas (C-SCAPES)

Highly Dispersible Silica (HDS)

Centre of Excellence for Sustainable Agriculture &
Farm Excellence (C-SAFE) 
Human Resource Management System (HRMS)

Chief Executive Officer (CEO) 
High Rate Thickener (HRT)

Chief Operating Officer (COO) 
Indian Institute of Management (IIM)

Combined Heat and Power (CHP) 
Indian Institute of Technology (IIT)

Centre of Excellence (CoE) 
Indian Space Research Organisation (ISRO)

Combined heat and power plant (CHP) 
Information Technology (IT)

Confederation of Indian Industry (CII) 
Innovation Collaboration Technology (iNNCOTECH)

Code for Responsible Extraction (CORE) 
Innovation Centre (IC)

Corporate Social Responsibility (CSR) 
Innovation Turnover Index (ITI)

Council of Scientific and Industrial Research-Central Electrochemical 
Integrated Reporting <IR>
Research Institute (CSIR-CECRI)

Integrated Reporting Council (IIRC)

Cross Functional Teams (CFTs)
International Integrated Reporting Council (IIRC)

CSR, Safety and Sustainability (CSS)

International Federation of Accountants’ International Standard for

Doctor of Medicine (MD) Assurance Engagements Other than Audits or Reviews of Historical

Doctor of Philosophy (Ph.D) Financial Information (ISAE3000 assurance standard)

Degree of Polymerisation (DP 2-5) 
Internet of Things (IoT)

Early childhood Development education (ECDE) 
Intellectual Property (IP)

Earnings before interest, taxes, depreciation, and 
Information Security Management System (ISMS)
amortisation (EBITDA) 
International Organisation for Standardisation (ISO)

335

Industrial Vacuum Salt Dried (IVSD) 
Return on Capital Employed (ROCE)

Job Safety Analysis (JSA) 
Stage and Gate (S&G)

Joint Venture (JV) 
Safety Health and Environment (SHE)

Key Performance Indicators (KPI) 
Science Based Targets initiative (SBTi)

Kilolitre (KL) 
Science, Technology, Engineering and Mathematics (STEM)

Kilotonne (KT) 
Seamlessly Harnessing Internal Expertise (SHINE+)

Kilowatt hour (kWh) 
Speicial Investment Region (SIR)

Know Around Me (KAM) 
Specialty Chemical Products (SCP)

Kilotonnes per annum (KTPA) 
Suspended Particulate Matter (SPM)

Lead, Engage, Aspire and Perform (LEAD) 
Standard Operating Procedures (SOPs)

Lithium iron phosphate (LFP) 
Stop & Think Assessment (STOP)

Light Emitting Diode (LED) 
Sodium Triphosphate (STPP)

Ljungström Air Heater (LAH) 
Strengths, Weaknesses, Opportunities, and Threats (SWOT)

Long term Asset Management Plan (LAMP) 
Sulfur Oxide (SOx)

Management Information System (MIS) 
Sulphur Dioxide (SO2)

Managing Director (MD) 
Sustainable Development Goals (SDGs)

Master of Business Administration (MBA) 
Systems, Applications and Products in Data Processing (SAP)

Memorandum of Understanding (MoU) 
Tata Business Excellence Group (TBExG)

Mergers and Acquisitions (M&A) 
Tata Chemicals Europe (TCE)

Metric Tonne (MT) 
Tata Chemicals International Pte. Ltd. (TCIPL)

Million Metric Tonne (MMT) 
Tata Chemicals Limited (TCL)

Nano Zinc Oxide (nZnO) 
Tata Chemicals Magadi (TCM)

Ncourage Social Enterprise Foundation (NSEF) 
Tata Chemicals North America (TCNA)

New Product Development (NPD) 
Tata Chemicals Society for Rural Development (TCSRD)

Nitrogen Oxide (NOx) 
Tata Chemicals South Africa (TCSA)

Non-Governmental Organisation (NGO) 
Tata Chemicals Magadi Limited (TCML)

National Skill Development Corporation (NSDC) 
Tata Chemicals Soda Ash Partners Holdings (TCSAP)

Occupational Health & Safety (OHS) 
Terajoule (TJ)

Occupational Health and Safety Assessment Series (OHSAS) 
Tonnes per annum (TPA)

Okhai Centre for Empowerment (Okhai) Tonnes per month (TPM)

Operational Health and Safety (OHS) 
Total Recordable Injury (TRI)

Ordinary Portland Cement (OPC) 
Total Recordable Injury Frequency Rate (TRIFR)

Original equipment Manufacturer (OEM) 
Truck & Bus Radial (TBR)

Passenger Car Radial (PCR) 
Turnover Index (ITI)

Plant Variety Protection (PVP) 
Ultraviolet (UV)

Portland Pozzolana Cement (PPC) 
United Nations (UN)

Protection of Plant Varieties & Farmers' Rights Authority (PPV & FRA) 
United States Dollar (USD)

Profit After Tax (PAT) 
Variable Frequency Drive (VFD)

Profit Before Tax (PBT) 
Virtual Private Network (VPN)

Rallis Innovation Chemistry Hub (RICH) 
Work Safe Online (WSO)

Research & Development (R&D) 
World Health Organisation (WHO)

336 I Integrated Annual Report 2019-20


Awards

Tata Chemicals felicitated Tata Chemicals is the top Tata Chemicals Mambattu
with Asia’s Most Trusted ranked company in India’s Plant receives IGBC Green
Companies Award 2019. top companies for CSR and Factory Gold Rating.
Ranked amongst the top sustainability.
50 companies in Asia.

Tata Chemicals make this Tata Chemicals honoured Tata Chemicals receives
crisp featured in the top with CII Industrial Responsible Care
10 Safe workplaces for Innovation Awards 2019. Certification from ICC for
women in India as per the Ranked amongst top 25 third year in a row.
nationwide survey on Safe innovative companies
Places to work conducted in India.
by Rainmaker.

Tata Chemicals wins ... amongst many others!


prestigious Porter Prize.
Registered Address
Bombay House,
24, Homi Mody Street, Fort,
Mumbai - 400 001 India.
CIN: L24239MH1939PLC002893
Telephone: +91 22 6665 8282

www.tatachemicals.com
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www.tcsrd.com

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